Transformers: Til All Are One
by KiloWhiskeyOscar
Summary: For countless millenia, the Autobots and the Decepticons have waged a war for control of their home planet of Cybertron, and casualties have mounted on both sides. But a grave new threat has emerged: the Chaos Bringer known as Unicron. Now, the Transformers must call upon the one who will light their darkest hour in the face of this dangerous entity... or become one with the void.
1. Prologue

Disclaimer: I'm Back! A long time ago (about four or five years ago) I wrote a novelized version of the original Transformers movie from 1986. It wasn't well received, even by me. The chapters were way too long and way too few and there was very little background explanation on display. I think the bio for Hot Rod said it best: _Experience is the benchmark of maturity._ So, here I am with a 2010 remake. Expect to see some changes, such as bigger battles, more back story into certain issues and even some additional characters from all over the Transformers Universe. I hope you enjoy.

And no, I don't own the rights to Transformers!

* * *

_Prologue_

_Somewhere in the galaxy: Location unknown  
_

_ In a time before time, before the existence of life both organic and technological, there was only the void. Then the sky became littered with stars, novas and in time, new worlds teeming with life. A galaxy was born. But a dark presence roamed the stars, consuming all that stood in its path. A force of evil bent on destruction, hungry for sustenance and determined to return the very plain of existence into nothingness. This great evil was thought by many to be just a myth, no more and no less. But the force of darkness was very real, and it was inching its way toward the unsuspecting planet of Lithone. It had a name to those who've heard the stories of this great un-maker. This Chaos Bringer. Its name was Unicron!  


* * *

_

_ Lithone was home to a race of sentient machines that lived peacefully for millennia, ever since the day they broke away from another world devastated by civil war. Kranix was a brilliant scientist as well as a trusted friend to those who knew him. Walking on toward his laboratory, a tray of liquid filled glass beakers in his hands, Krenix was accompanied by his long time friend Arblus. Much like Krenix, Arblus was very well liked by his peers and a respected architect. Having known Krenix since they both came online nearly two and a half centuries ago, Arblus considered Krenix a brother. It was likewise for Krenix as they continued on toward their laboratory. Krenix was noticeably shifting his yellowish white optics from the path to the liquid._

_ "I believe this should be sufficient enough for Zeta's studies." Krenix exclaimed._

_ "Perhaps, but you know Zeta," Arblus commented. "He won't decide something is sufficient enough until it passes his tests."_

_ "Well, one could hope, I suppose," Krenix said. "But if Zeta deems these samples sufficient, we might be able to provide a near endless supply of energon, and maybe we can finally return to Cybertron."_

_ Arblus stopped short of the laboratory entrance and exclaimed, "Oh please, Kranix! As far as we know, Cybertron is still plagued by that pointless civil war between the Autobots and Decepticons. Why do you even want to go back at all?"_

_ "Because, Arblus," Kranix explained. "I believe that with enough energon, we could finally bring their civil war to an end. Besides, Lithone is far too remote to attempt interstellar travel to anywhere but Cybertron."_

_ "Well, it's a good thing we have ships capable of interstellar travel." Arblus commented before continuing toward the lab entrance._

_ "Smart mouth!" Kranix quipped before following Arblus._

_ The doorway into the laboratory slid open, allowing Arblus and Krenix to enter. The lab itself was exceptionally wide open, with plenty of room for moving around. Working at a nearly table was another robot similar to Krenix and Arblus, whom they knew as Zeta. Zeta appeared to be considerably older that the two robots; at least by three centuries. Zeta looked toward the arriving bots and took immediate notice of the liquids on the tray that Krenix carried._

_ "I see you both brought me what I asked you for." Zeta exclaimed._

_ "We most certainly did, Zeta," Arblus. "Of course, Krenix here believes the energon we might create with this will help quell the civil war on Cybertron."_

_ Zeta glanced at Krenix, not surprised as much as intrigued. "Is that right, Krenix?"_

_ "I stand fast in my hope that Cybertron can be salvaged and the war ended," Krenix said. "Then maybe we can return home."_

_ "With all due respect, Krenix, Lithone is our home," Zeta stated. "I can understand you eagerness to return to Cybertron, but in my view, it is already lost to the ravages of war. However, if you feel compelled to return there, no one here will attempt to stop you."_

_ "I might!" Arblus quipped._

_ "You can try, Arblus!" Krenix quipped back._

_ "That enough, you two," Zeta stated. "Now let us see what we can make from these liquids, shall we?"_

_ Krenix wasn't going to argue with Zeta and handed him the tray of liquids. Zeta set the tray onto the table while Krenix and Arblus took separate seats on either side. As soon as the first of what would've been several tests was about to begin, the lab began to shake slightly. Lithone wasn't known for tremors, but the three scientists wrote it off as nothing at all. Then there was a second tremor. Arblus looked around the lab but no saw indication of the cause. A third tremor came, only this one was sustained for longer than the first two. Krenix was now as confused as his brethren and looked at the liquids. Tiny ripples appeared on the surface of the liquids and then a piece of the ceiling fell to the floor with a loud clang. Zeta immediately rushed toward an open view port, with Krenix following. Arblus was still seated at the table as the tremor became more intense. It reached a point where the glasses of liquid tumbled to the floor, shattering on impact and spilling liquid everywhere. Another piece of the ceiling fell to the floor and narrowly missed crushing Krenix, who soon after looked out the view port. What he and Zeta saw sent them into horror._

_ "Arblus, look at this!" Krenix shouted._

_ On instinct, Arblus joined his brethren and his own face mirrored theirs in shock. "By Primus, is that what I think it is?"_

_ "I believe so," Zeta said in horror. "It's him… it's Unicron."_

_ "We must evacuate Lithone." Krenix said._

_ "It is already too late for the planet," Zeta argued. "We've no choice but to save ourselves."_

_ Before Krenix could argue further, more of the ceiling began to cave into the lab. The three robots immediately made for the exit. The entity known as Unicron was a sight both awe inspiring and terror inducing. It appeared to closely resemble a planet, and was clearly far larger than Lithone. There were clear differences. Unicron appeared to possess giant claws or pincers curved inward. There was a large opening at the very center, right between the pincers. A single, great ring circled vertically around the hull of Unicron as it inched closed to the doomed planet. Groundside, Krenix, Zeta and Arblus as well as the many inhabitants of Lithone, scrabbled to find a means of escape. There was madness all around the trio. Krenix stopped momentarily to see Unicron, and took noticed of a circle of smaller pincers opening around the hole, like a maw._

_ Arblus grabbed Krenix by his arm and shouted, "C'mon Krenix! We must get to the ships. They're our only chance."_

_ Krenix wanted to speak but his thought process was interrupted by what sounded like a massive explosion. He, Arblus and Zeta looked toward the source and watched in horror one of the giant pincers began to dig into the surface of Lithone. The second pincer followed suit and then a great beam of light shot down to the planet. Anything and anyone caught in the beam was quickly whisked away toward the waiting maw of Unicron. It then felt as if Lithone was moving. It was, being pulled in toward the attacking monster planet. Krenix and company knew there was little time. They needed to reach the spaceport, provided it was still intact. They did make it to the port even as the giant tractor beam inched closer toward it. Krenix and Arblus managed to climb aboard one ship together, while Zeta climbed aboard a separate ship. Zeta noticed another escapee headed toward the spaceport. He never made it, instead being pulled into the sky by the beam toward his ultimate doom. Zeta also watched as several buildings were pulled from their foundations into the sky. Forced to ignore the carnage, Zeta climbed into his ship and started the engines. Arblus and Krenix were doing with their ship. The thrusters of each vessel roared to life, even as the ground crumbled around them. The ship soon launched into the waiting sky moments before the spaceport was ripped apart. There were other ships just launching. Most didn't make it, instead being thoroughly smashed by debris. Any that launched successfully were quickly sucked up by the beam. The ship containing Arblus and Krenix successfully escaped to the stars. Zeta wasn't so fortunate, as his ship was caught in the beam. His attempts to escape proved futile as the ship was pulled toward the great maw. _

_ "Krenix!" he screamed in horror._

_ His screams clearly fell on deaf ears. The ship was violently pulled into the maw of Unicron, along with the rest of Lithone. Zeta was helpless as his ship was pounded to and fro by debris for the lost planet. Then he noticed to his unending terror that walls of the ship were closing in on him. The view port was beginning to crack and then it shattered, showering Zeta with glass. Then in the last act of attrition, the ship was quickly and violently crushed, in turn crushing Zeta and ultimately killing him. A safe distance away, Krenix and Arblus watched in horror as Lithone was literally ripped in half by Unicron._

_ "It's gone! Our home is gone; all of it," Arblus mused. "What do we do, Krenix?"_

_ Krenix fell silent, unable to think much less speak. He finally said, "We must get to Cybertron. We must warn them of this."_

_ "Krenix, they're far too caught up in their own issues," Arblus said in protest. "They won't listen to us."_

_ "We have no choice, Arblus," Krenix explained. "They must listen, or Cybertron will suffer the same fate as Lithone. We cannot allow that to happen."_

_ Arblus saw no more reason to argue with Krenix. Instead, they took the helm of their ship and took off into the stars. All the while, the full consumption of Lithone had left Unicron fully satisfied. The raw matter that once made up a planet was converted into energon. Its consumption completed, Unicron continued its trek across the galaxy. There was one destination that Unicron intended to pursue. One planet it intended to consume. Shockingly, Unicron seemed to somehow utter a single word._

_**"Cybertron."

* * *

**_

Author's note: That's the prologue in a quasar-sized nutshell. One thing I wanted to do was establish a deeper connection between Lithone and Cybertron, which wasn't even hinted at in the movie. The single word from Unicron is meant to convey a similar connection, which if all goes well review-wise, will be better explained later.

Anyway, be sure to review and all that jazz. Adios!


	2. A Little Energon, A Lot of Luck

Disclaimer: Well, here's the first official chapter of my Transformers rewrite. As usual, I don't own the right to Transformers. Just so everybody knows; all Transformers will be based on the Classics series. I know that'll be hard to imagine, so just bear with me.

* * *

TRANSFORMERS  
TIL ALL ARE ONE

Chapter I

Cybertronian Space  
Earth Year 2010 –

Cybertron, birth place of the Transformers, and the battle ground for a centuries long civil war. A war that had gone on for far too long. Five stellar-cycles prior, the Decepticons had all but taken control the war torn planet, forcing their enemies, the Autobots, to take up separate stations on two of Cybertron's moon. The Autobots had also established a city/battle station in the Oregon Mountains on Earth, near Autobot Headquarters. Though, that hardly did much to turn the tide in their favor. It was a fact not lost on Optimus Prime, who over the years had grown increasingly frustrated with the war. He dared not show it. The last thing the Autobot leader needed was for his troops to sense his frustration. Ironhide, the Autobots' Weapons Specialist and one of Prime's oldest friends since the last Golden Age of Cybertron, knew Prime well enough to know he wasn't the least bit happy with the state of things nowadays. Ironhide of course, made no bones about his own disdain for the war. Nor did he attempt to hide it.

"Twenty decca-cycles of starin' at a monitor, at the same exact image of 'cons flyin' all over Iacon," he complained in annoyance. "I swear, I can feel my optics startin' to glitch."

Sitting next to Ironhide was Prowl, the Autobots' Chief of Security, who wasn't quite enjoying the Weapon Specialist's procrastinating. "Stop the whining, Ironhide! We've got a job to do in keeping an optic on the Decepticons. It's not that bad if you think about it."

"Speak for yourself, Prowl," Ironhide snapped. "I should be out there right now, bustin' Decepti-chops. Not rustin' in a chair! No offense, by the way!"

Prowl shook his head and declared, with slight annoyance, "None taken!"

On a separate level of the security station, Optimus Prime could easily overhear the two Autobots arguing. He soon after turned toward the duo of Jazz and Cliffjumper. "Jazz, what's the current status of our airspace?"

Jazz glanced over his shoulder toward his leader. "Our airspace is pretty clear at this point, Prime. As far as I can tell, there ain't no Decepticon shenanigans in this area."

"This'd be a lot easier of Cosmos didn't let himself get killed," Cliffjumper spat, referencing the loss of Cosmos after Starscream blew him in half. "And where in the Pit is Skyfire? What he do to disappear? Fly into a black hole?"

"Cliffjumper!" Prime finally exclaimed.

Cliffjumper shrugged like he was the victim. "What! I'm just saying!"

"That's enough," Prime stated. "Get in contact with Moon Base Two. Let's see what Bumblebee and his team are up to."

"No good, I'll bet," Cliffjumper quipped as he flipped some switches on his console. "This is Cliffjumper calling Moon Base Two, come in Moon Base Two."

* * *

The short wave signal coming from Moon Base One would like take less than a microsecond to reach Moon Base Two. It was at this particular station that Bumblebee was running the show, so to speak. Of course, he wasn't acting alone. Assisting him were Samuel "Spike" Witwicky, the Autobots human ally from Earth, and his wife Carly. Both had grown up over the passed two decades, as they've seen some wild adventures. Both were now in their early thirties, and made of a pair of exo-suits for deep space missions. It was certainly a step up, especially for Spike, from being trapped in a Frankenstein-type Autobot body at one point. Then there was the trek to Cybertron to recover Cybertromium for the then malfunctioning Autobots, as well as keeping the Dinobots out of trouble In the case of the Dinobots, Spike and Carly even assisted in the creation of a new member for the team. In any event, the transmission came through the intercom, and Cliffjumper's voice sounded.

_"This is Cliffjumper calling Moon Base Two, come in Moon Base Two."_

Bumblebee was the first to respond to the call. "This is Bumblebee on Moon Base Two. What's up, Cliffjumper?"

_"Just calling to get a security update,"_ Cliffjumper stated from his post on Moon Base One. _"Any sign of Decepticons in your area?"_

"It's all clear on our end," Bumblebee informed. "I'm guessing it's about the same over there."

_"Yep, same old boring security detail,"_ Cliffjumper quipped. _"I swear, I don't know how Prowl can deal with sitting around all cycle. Hold up for a sec, here's Prime."_

Cliffjumper pulled away from the screen and Optimus Prime appeared in his place. _Bumblebee, this is Prime. Ironhide and Prowl are on their way to a transport shuttle bound for Autobot City on Earth."_

"Copy that, Prime," Bumblebee said. "As reported, airspace is clear on our end."

Spike, having overheard the conversation, contacted Jazz on Moon Base One. "Jazz, this is Spike."

_"Sup, Spike!"_

"You mind patching me through to the shuttle?" Spike asked.

_"Gimme one sec, and I'll patch you through." _Jazz exclaimed.

* * *

"Still don't see the reason behind us takin' a damn shuttle to Earth!" Ironhide procrastinated, which he'd been doing since he and Prowl arrived at the spaceport.

"You heard Prime," Prowl said. "We can't commence with a full scale assault on Cybertron without the necessary energon supplies."

"Well, I for one cannot wait to return to Earth," said Skids, the Autobots Geologist and resident daydreamer. "There's still so much of that world to see."

"Well, you can stay on that mud ball excuse for a planet for all I care." said the always surly Gears, his disdain for Earth as evident as ever.

Brawn, the Autobot's resident tough bot, was actually enjoying the banter between Gears and Skids. "Careful, Gears! Skids might try to attack you with a tree."

"I'd like to see him try." Gears said.

"C'mon, guys," chimed Ratchet, the Autobot's Chief Medical Officer. "Save it for the Deceptions."

As the shuttle crew argued, Jazz chimed in from the Sec-station. _"Yo, Ironhide, I got Spike on the other line. Patchin' him through."_

Jazz disappear off screen and then Spike appeared. _"How's it going over there, Ironhide?"_

"We're just makin' final launch preparations, Spike," Ironhide answered. "Personally, I can't wait to get back we can start bustin' some Decepti-chops."

_"We're sure you'll get your chance,"_ Carly said in assurance. _"Listen, if it's not too much trouble, look up our son Daniel for us. He ought to be about fifteen by now."_

"Aw, they grow up so fast, don't they?" Brawn said in the background.

_"Cute, Brawn," _Spike quipped. _"Anyway, tell Daniel that we miss him, and that we'll be on our way home once we've knocked Megatron's die cast laden ass clear across the galaxy."_

"Will do, Spike!" Ironhide said with a thumbs up.

This time, Carly chimed in, _"Word of warning, Ironhide; Daniel's most likely hanging out with Hot Rod."_

"Well, thanks Carly, for making my job just a bit more excitin'." Ironhide quipped.

Back at the Sec-station, Jazz had the shuttle on the main monitor. "Transport shuttle Alpha, your airspace is clear of all traffic."

_"Roger that, Jazz,"_ Prowl responded. _"Pre-flight ignition sequence beginning."

* * *

_

"Their good to go, Prime." Jazz said to the Autobot leader.

"Alright, Jazz, commence countdown!" Prime said.

"Transport Shuttle Alpha, countdown to launch, T-minus ten seconds," Jazz said, keeping the shuttle on screen at all times. "Five… four… three… two… one… and we've got a go for liftoff, baby!"

The shuttle's engines flashed and then roared to life in less that seconds. There was the usual shaking within the cockpit, something the crew felt and were used to. Most of them anyway. Prime, Jazz and Cliffjumper watch on the main monitor as the shuttle began rolling across the lane. Its movement was slow at first, but very quickly picked up speed. Then it lifted nose first into the air until at was all the way off the ground. It was smooth sailing from there as the shuttle flew into space. As before, Optimus Prime, Jazz and Cliffjumper looked on from the Sec-station, inwardly glad that the launch went off without a hitch.

_"This is Transport Shuttle Alpha," _Prowl chimed in from the shuttle. _"Launch has been completed successfully and we are on route to Earth."_

"Roger that, Prowl," Jazz responded. "Congrats on the launch, and good hunting!"

"So, now what, Prime?" Cliffjumper asked.

Optimus Prime never for one microsecond removed his optics from the screen, and he said to Cliffjumper, "We wait. All we need is a little energon and a lot of luck."

* * *

Ever watchful of the shuttles' ascent toward the stars, the Autobots were generally unaware of the intruder spying on them. Concealed in an out of the way corner, the condor-like Decepticon Laserbeak recorded every tidbit of the goings on within the Sec-station. He'd been spying on Prime and his soldiers for the better part of seven cycles. It was, according to Megatron, a necessary gamble after the Autobot's attempted assault which resulted in the destruction of the Cybertron based Space Bridge. Conquering Cybertron gave the Decepticons a decided home field advantage. But the blasted shuttles afforded the Autobots with a tactical advantage. Laserbeak didn't have the luxury of caring about which side had what advantage. All that mattered was getting the information Megatron needed for the next attack. Capture the info, the recon bird did, before taking off and heading back toward Cybertron. Upon reaching the surface of the planet at near Mach 3 speeds, Laserbeak took to maneuvering in between structures. A trait taken from the Seekers no doubt! Many of the structures were adorn with the familiar Decepticon insignia, but Laserbeak was flying directly toward tallest tower of the Decepticon capital of Kaon. It was there that the Decepticon Science Officer Shockwave caught view of the recon bird's approach.

"Laserbeak returns to us, Megatron." he announced in a near monotonous voice.

Laserbeak flew passed Shockwave and onto the waiting arm of Megatron. "Welcome home, Laserbeak," he greeted the bird while rubbing its beak. "As always, you never disappoint me. It's a shame that I cannot say the same for some of my _other_ warriors."

The snide remark from the Decepticon leader was, as was all else, directed right at Starscream. A Decepticon, especially one as cunning and devious as the Decepticon Air Commander, could only take so much. In the case of Starscream, he more than likely deserved it. All the times, since the start of the war, that Starscream had tried and failed miserably to usurp command of the Decepticons from Megatron; it was no wonder most in the ranks distrusted him. The last failed assault on the Moon Bases didn't help matters, something of which Megatron was sure to remind him.

"Don't put the blame on me, Megatron," he snapped. "How was I to know that the Autobots installed defense lasers on their moons?"

"Had you been more thorough in your own reconnaissance, Starscream, we wouldn't have lost any troops." Megatron matter-of-factly snapped back.

"They were only Insecticon clones," Starscream pointed out. "Easily replicable, although you make sound as if they'd all succumbed to cosmic rust."

"As always, you're making more excuses than you're worth," came another voice. From the shadows came a Decepticon that greatly resembled Starscream, save that it was of course, female. "Maybe next time, I'll perform recon and leave you to drift into a super nova."

Starscream glared menacingly at the Decepticon femme fatale. "You're one to talk, Slipstream. But need I remind you that you were created from part of me. I can just as easily melt you down."

"You'll also created the Combaticons, and that didn't work out well for you," Slipstream gleefully reminded Starscream of that past failure. "What makes you think you'll have better luck with me?"

"You insubordinate little…"

"Enough, both of you," Megatron commanded, effectively shutting up his Second-in-Command and his clone before turning to Soundwave. "Soundwave, playback Laserbeak's findings."

Megatron allowed Laserbeak to transform and enter the deck that made up the chest of Communications Officer, to which Soundwave emotionlessly replied, "As you command, Megatron."

Soundwave wasted little time and transformed in his signature tape deck mode. A moment later, Soundwave connect himself to a monitor. This action prompted the Decepticons in attendance, mainly Megatron, Shockwave, and Starscream to gather around the monitor. The screen appeared as static at first, before clearing up to show the inner workings of the Sec-station. Then several Autobots appeared on screen, including Optimus Prime, who was speaking to Prowl and Ironhide.

_"I need the two of you to pilot a transport shuttle to Autobot City on Earth." _Prime said.

_ "But Prime, this could be a massive waste of time and effort." _Ironhide protested.

_"We don't have a choice, Ironhide," _Prime reasoned. _"A full scale assault on Cybertron would be futile without the necessary energon to support it. Ready the shuttle for launch,"_ The video later cut toward the final scene of Prime with Cliffjumper and Jazz. _"All we need is a little energon and a lot of luck."_

The video ended froze then and there, prompting a response from Starscream. "Seems the Moon Bases have been left defenseless."

"You'd think so, wouldn't you Starscream?" Megatron mocked his Second-in-Command.

Undeterred, Starscream claimed, "This is our chance to strike when the bases are at their weakest."

"I'm hardly in any mood for you to fail me… again," Megatron stated, once again effectively putting Starscream in his place. "I have something else in mind. You and Slipstream round up every Seeker available."

"But Megatron…" Starscream started to say, before Megatron grabbed him by the neck.

"You must have me confused with someone who repeats himself, Starscream," Megatron snarled. "Do as I command, unless you want to be melted down into the Insecticon's next meal."

Starscream looked as if he was going to lubricate himself. "Yes… yes, as you wish! Anything for you, mighty Megatron."

In the background, Slipstream murmured, "Better him than me!"

Megatron released his grip on Starscream and turned over to Shockwave. "Shockwave, contact Motor Master and Onslaught on Earth. Tell them to gather their troops and make for the Autobot's mountain Headquarters. They are then to await further orders from me."

"Understood, Megatron," Shockwave said. "I shall relay the message with all haste."

"Excellent," Megatron stated before returning his gaze to the frozen image of his Autobot rival. "As for your notion of luck, you'll need more than you imagine, Optimus Prime."

* * *

Author's note: That clinches the first chapter. I trust you made note of the year in which the story takes place, as well as the addition of characters that didn't appear in the movie itself. Plus, there was the bickering between Megatron and Starscream. The reason I decide to include the character Slipstream was because of a lack of female Transformers in the movie. She won't be the only new addition, so you should keep reading on.

Anyway, be sure to review.


	3. Almost Too Easy

Disclaimer: What the f*** happened to the reviews? I getting hits but no reviews, either good or bad. This is just me talking, but I believe this story has the potential to be great. That's just my opinion, but your opinions matter just as much if not more. Well anyway, here's another chapter for the story, and hopefully it'll garner some sort of response. I'd really, really hate to delete because of a lack of response. All I'm saying.

As with everything else, I don't own Transformers. If I did, I'd likely wanna kick Michael Bay's ass too. All I'm saying!

* * *

Chapter II

Sol System  
Destination – Autobot City; Oregon, Earth  
ETA – 8 hrs. 72 min. 22 sec.

Ironhide didn't know which was worse; staring at a monitor or a radar screen. At least with a monitor, he could keep his optics open for any Decepticon incursions. With a radar screen though, he had to stare at blips. Sometimes, it almost made him want to blow his head off. Prowl noticed the edginess in his Autobot brethren's body language. It almost made him laugh, despite his no nonsense attitude. Brawn noticed it too, and he wasn't above chuckling audibly so the shuttle crew heard it. Of course, Ironhide heard it.

"What's so funny?" he asked.

Brawn put up his arms defensively as if he was the victim. "What, I didn't say nothing!"

"Is there a problem, Ironhide?" asked Ratchet.

Ironhide quickly glanced at the Autobot Medic and explained, "I just want to get this trip over with. I ain't no courier, Ratchet. I'm a fighter. I belong out on the field."

"I hate to rain acid on your parade, but you're not as young as you used to be." Ratchet pointed out.

"Still young enough to kick your tailpipe, Ratchet!" Ironhide snapped.

"Gentlemen, the scuffle will have to wait," Skids informed. "I'm picking something on our long range scanners."

"Probably just a stray asteroid, Skids." Prowl reasoned.

"No, it's much too small to be an asteroid," Skids said. "Wait a moment; the object is on an intercept trajectory for the shuttle."

The object Skids detected was most definitely too small be some random asteroid. If fact, it was too small to be another shuttle. It _was_ a shuttle, or at least it resembled one. But no human made shuttle could get this deep into space on its own. Unless it was a Decepticon named Astrotrain. Pulling up to the starboard side of the larger shuttle, Astrotrain opened a side hatch and Megatron appeared from within. Taking careful aim with his arm mounted fusion cannon, Megatron opened fire on the shuttle. The resultant explosion blew a gaping hole in the side, and the rumble threw the Autobots inside to the floor.

"What in the Pit was that?" Gears demanded to know.

Then he received his answer in the form of a horde of Decepticons, with Megatron at the head of the pack. He was followed swiftly by Starscream, Soundwave, the Seekers, the Insecticons, the Constructicons and the Triple Changer Blitzwing. Other Decepticons followed suit, all of them new recruits to the war. Among the new recruit were the hulking Blackout, the ultra quick Barricade, and the brutish Wreckage and Demolisher. Astrotrain quickly transformed and entered the shuttle through the hull breach, rounding out the pack of intruders. It was very quickly did the Autobots realize that the Decepticons had the immediate numbers advantage.

"Time to die, Autobot scum!" Megatron declared.

On instinct, Gears fired the first shot, catching Megatron right in the shoulder. "Not today, Megatron!"

Any other Decepticon would've cringed after being shot in the shoulder. Not Megatron! In fact, he was more annoyed than hurt. Gears didn't flinch and opened fire again, this time just missing Starscream but striking Shrapnel of the Insecticons in the leg. Shrapnel fell to a knee but fired back, missing Gears completely. But it left Megatron with an opening and he fired on the unsuspecting Autobot. The result left Gears standing still with a gaping hole through his abdomen. The other Autobots could only watch as Gears tumbled to the floor, his blue optics flicking before going dark. Enraged at the loss of his comrade in arms, Brawn charged right for the Decepticons, specifically Megatron. The other Autobots provided cover for Brawn, forcing most of the Decepticon to take up a defensive position. Starscream and the Seekers, Skywarp and Thundercracker, fired on Brawn, but the shots barely slowed him down.

"Starscream!" called out Megatron.

Starscream immediately nodded as Megatron quickly transformed into his signature Walther P38 mode, landing in the Air Commander's waiting hand. Brawn was still coming hard and fast, until Starscream opened fire on him. He scored a direct hit on Brawn's shoulder. Smoke and sparks and circuits poured out of the wound, but Brawn refused to quit. Another shot impacted him on his chest, shredding away the Autobot insignia. Barricade quickly drew his gun and fired a rapid succession of shot, striking the still advancing Autobot in his knees. One more shot and Brawn finally went down. Ironhide and Prowl fired back on the Decepticons, while Ratchet quickly joined Skids at the console.

"Skids, send a distress signal to Moon Base One," he ordered. "Tell them we've run into a Decepticon ambush."

Slipstream quickly noticed the action and fired on the console. The resulting explosion blew Ratchet to the floor, but it did worse for Skids. His optics were shattered, rendering him totally blind and defenseless. The explosion distracted Prowl, allowing the enormous Blackout to get in a free shot. The shot blew off one of Prowl arm from the elbow down before a second shot followed. This one added insult to injury. Prowl's own gun was blown out of his hand and ended up shooting him in the back. Prowl's optics flickered much like Gears' earlier, only this was accompanied by a plume of smoke from his mouth. Ironhide and Ratchet quickly realized they were the only functional Autobots remaining, and although Skids was still alive, he was incapacitated. Ironhide and Ratchet opened fire on the Decepticons with everything in their arsenal. It seemed to be working, as several Decepticons were knocked to the floor, down but not out. The other Decepticons took cover among the debris left from the explosion. Obviously, Ironhide and Ratchet had no intension of going down without a fight. They sure as the Pit weren't about to let the Decepticons take over the shuttle. They would fight valiantly, taking down several Decepticons including Dirge, Thrust, Barricade and Wreckage but not killing them. Eventually, it was too much for the lone Autobots. Led by Starscream, the Decepticons handily defeated Ironhide and Ratchet. Starscream finished them with two more deadly blows, and Ironhide and Ratchet both collapsed to the floor. Only Skids remained, and he was in no kind condition to fight. Megatron returned to robot mode and surveyed the scene. Five Autobots offline and one incapacitated. Oddly, Megatron was disappointed. He expected better from some of Optimus Prime's best soldiers.

"Well, that was fun!" Barricade said with twisted glee and rubbing his elbow into the side of Blackout. "They don't make Autobots like they used to, huh Blackout," Blackout said nothing. "C'mon, big guy. Say something! Pretty please? I'll give you an energon goodie!"

"Enough, Barricade," Megatron ordered before turning over to Starscream. "This seemed almost too easy, Starscream."

"It was certainly far easier than focusing on the moon bases, Megatron," Starscream said. "They're the real threat. We should be focusing on them instead of gallivanting toward Earth."

"As usual, Starscream, you've further proven your utter lack of forethought," Megatron scalded his subordinate. "By hijacking one of the Autobots own shuttles, we can easily slip by their early warning system and destroy their city, all but guarantying a Decepticon victory."

Soundwave approached the two Decepticons and explained, "Likelihood of automated Identify Friend/Foe systems: nominal. Recommend data extraction of deactivation codes from Autobot survivor."

Megatron was never one to argue with Soundwave and slowly stalked toward Skids, the one remaining Autobot. Thundercracker and Skywarp took the helm while the Constructicons were busy patching up their wounded. Megatron knelt down in front of Skids, who obviously couldn't see the larger Decepticon in front of him. But he knew he was there, glaring at him with malice that was normally reserved for Optimus Prime.

"Now, Autobot, we can do this one of two ways," Megatron stated to the blind Autobot. "You can give me the deactivation codes for your city's IFF system, or I can have Soundwave extract the information. Or perhaps you'd prefer indoctrination, courtesy of Bombshell."

"I won't tell you a blasted thing, Megatron." Skids said in defiance.

"I can always beat the info out of him, Megatron," Wreckage added. "I need the workout anyway."

Demolisher complied with his brethren. "That makes two of us, Wreckage."

Ignoring the two brutes, Megatron continued tormenting Skids. "I strongly advice you to reconsider," he said, now more threateningly. "I can promise you that Soundwave will be gentle, while Bombshell… not so much!"

In the ultimate act of defiance, Skids spit lubricant in Megatron's face. "I won't betray my allies."

Megatron wiped the lubricant from his face and his red optics glowed fiercely. "Oh, so unwise! Soundwave, extract the information."

Soundwave stepped up and grabbed Skids' face. "Data extraction: commencing!"

Skids' attempts to break free fell through as Soundwave began the extraction. Even though Skids' optics were damaged, Soundwave could scan for what was needed. It would simply take longer than anticipated. Megatron could wait, and Skids would have to endure the torture. Soundwave was only more than halfway to completing his task when he was suddenly pulled off of Skids by a badly wounded but functional Ironhide. Despite the heavy damage suffered earlier, Ironhide tossed Soundwave into Blitzwing and Astrotrain. All three Decepticons went down in a heap. Wreckage and Demolisher fired on him, but Ironhide was slightly quicker. He fired and caught both of them dead on in random limbs. Before he could react further, Ironhide was blasted repeated by Starscream and Slipstream. He just kept trudging onward, taking the blasts to varying parts of his body. Finally, Starscream scored a direct hit to the knee, and Ironhide finally collapsed. Megatron glanced at Starscream, who simply shrugged.

Slipstream stood over the fallen Autobot and sneered. "Hmm, I'd heard you were one of Optimus Prime's toughest soldiers," Slipstream then crouched over Ironhide. "So far, I'm not impressed."

"That's big talk for a cheat Decepticon knock-off." Ironhide snarled, earning him a swift kick to his face.

"Pathetic scrapheap!" Slipstream snarled.

Megatron had been watching the display and mused that Slipstream was very much like Starscream in terms of arrogance. He'd have to watch his back. Looking to Soundwave, Megatron asked, "Soundwave, did you retrieve the data?"

Soundwave picked himself up, helped by the two Triple Changers. "Data extraction: seventy-three percent completed. Status of data: sufficient!"

"Then I guess we don't need you anymore!" Starscream stated before blasting Skids directly in the face.

"Starscream?" Megatron bellowed.

"What," Starscream asked in self defense. "He was of no further use to us anyway."

Megatron shook his head in annoyance before approaching Ironhide. He was still functional, albeit barely. Megatron admired the resolve of Ironhide. He simply refused to go offline. Ironhide desperately crawled toward Megatron, reaching to grab hold him in one last ditch effort. Slipstream simply watch with barely contained glee mixed with malice and Ironhide managed to grab the Decepticon leader's leg. Megatron cocked his head to the side. He couldn't decide on whether he should be thoroughly impressed or absolutely annoyed. Maybe both.

"Stay down, Ironhide," he ordered. "The Autobots are all but vanquished. Your city's fall will mark the end of the Great War, and it will spell ultimate victory for the Decepticons."

"No," Ironhide gasped in defiance. "As long as even one us functions, the Autobots won't ever stop fightin'!"

"Sadly," Megatron stated while pointing his cannon down on top of Ironhide. "That is a day you won't live long enough to see."

Ironhide wouldn't take his optics off of Megatron, even as the cannon was charging. Facing his fate like an Autobot should, Ironhide waited for the shot. He never flinched, never faltered and never stopped glaring at Megatron. Ironhide could see the purple hue of energy forming within the fusion cannon. It would be the last image he'd ever see. Ironhide didn't believe the notion of one's life flashing before their eyes, (or optics) but there was one image that flooded his mind. It was the image of a bright blue, female Transformer. His spark mate!

His last thought was, _Chromia, I'm sorry._

Then there was a piercingly bright flash followed by a wall of static. Then nothing.

* * *

Author's note: Normally, my chapters aren't this short. Prologues maybe, but not my chapters. Regardless of the length, at least the Autobots managed to put up more of a fight than in the movie, and some of the Decepticons took a little more of a beating. Also, we've gotten some intros to some new Decepticons, though they didn't do much. Anyway, I hope for some reviews at some point, because I won't continue otherwise.


	4. Talk About Dull

Disclaimer: Oops! Sorry I'm late. I had some some internet issues but I'm back up. On a side note, I found myself imagining Steve Jablonsky providing the score for this thing. I don't know why, but his music seemed to mesh well with the Michael Bay films; it's kind of weird. Anyway, I don't own the Transformers franchise.

* * *

Chapter III

Oregon Mountains  
37.21 miles from Autobot City  
15:23 hrs.

Vast landscapes and glistening lakes were the norm in the mountains of Oregon. Autobot City was anything but normal. As large as New York City, and quite possibly as loud, the Autobot's newest headquarters/battle station served as their last stop to retaking Cybertron. Every Autobot was expected to do their job to keep the great machine going. Unless that Autobot was Hotrod! He was one of a new generation of Autobots, ever enthusiastic but very inexperienced. And occasionally hotheaded, reckless and unwilling to listen to authority! That didn't mean he didn't care about the Autobot's cause. When it came time to stand and fight, Hotrod would fight. When it came time to work, Hotrod simply slacked off. All that free will and he did nothing with it! All Hotrod tended to do was sneak off to the nearest lakes and go fishing with Daniel Witwicky, the fifteen year old son of Spike and Carly. At that moment, at one of those lakes, Hotrod appeared to have caught something already.

"Whoa, I think I got something here, Daniel," he exclaimed as he reeled in his catch, his first of the day. Or ever! Hotrod pulled the fish out of the water and examined it. "He's a big one, huh Dan-O? Dan-O," Hotrod looked over to Daniel, who was laying on his back staring at the sky. "You okay, buddy?"

Daniel came out of his daydream and looked at the bright red and orange Autobot. "Huh! Oh, sorry, Hotrod! I guess I had my head in the clouds."

"I'll bet," Hotrod reasoned, ignoring the wriggling trout in his finger. "You're not usually this quiet. What's wrong?"

"Don't worry about it," Daniel said. "I'm good."

"C'mon, Dan-O! We're like bros," Hotrod persisted. "You can tell me."

Daniel had to hand it to Hotrod. If nothing else, he was persistent. "I guess I'm just missing my Mom and Dad, you know? I mean, their up on the moon bases with Prime and I'm down here," Daniel quickly glanced at Hotrod, who appeared to be smirking a bit. "Not that it's a bad thing."

"Don't worry! I'm not gonna take it personally," Hotrod laughed it off. "Beside, Spike and Carly will be back soon, and they left you in pretty good hands with me."

"Good hands," Daniel balked. "You ditched the road work with Kup to go fishing. You call that, _good hands_?"

"Um…well!" was all Hotrod could say before Daniel heard a faint beeping sound.

Daniel reached in his jacket and pulled on a sort of miniature radar. "I'm picking a signal from a shuttle. My parents might be on it. Let's go watch it land."

"A shuttle landing," Hotrod whined. "C'mon Daniel, that is so dull!"

Daniel was already well ahead of Hotrod, still yelling back, "We're gonna miss the landing. Hurry up!"

Hotrod shook his head and glanced at the floundering fish. "You're so lucky I don't eat organic food." he quipped before flicking the fish back into the lake.

Daniel hopped onto a special hover board Hotrod had built for him. Stepping on an ignition pedal at the front, the board roared to life and Daniel raced off. Hotrod, being rather big despite his young age, was able to catch up with Daniel. Daniel raced across the field, jumping several bushes and missing rocks. He was good with the board, but not great, as evident went the board slammed into a rock. The engine shorted out on impact, and Daniel was catapulted into the air. Luckily, Hotrod quickly transformed into vehicle mode, that of a Cybertronian sports car. Daniel landed safely in the driver's seat, the seatbelt wrapping over his shoulder.

"Thanks, Hotrod, and sorry about the board." Daniel said.

"Don't sweat it," Hotrod assured. "Besides, it's way better to ride in style!"

Hotrod gunned his engine and raced down the road like a bat out of Hell, with Daniel trying to hold himself together. At least he was wearing his seatbelt! He quickly glanced out through the window and saw Autobot City well of into the distance. No doubt, the shuttle was going to land there. But Hotrod wasn't going that way. In fact, he missed the turn that likely would've taken the duo to the city.

"Yo, Hotrod," Daniel called out. "Why aren't we stopping at the city?"

"There's no point in a ground-side sneak peak of the shuttle landing," Hotrod reasoned. "I've got a better idea, but a certain Autobot isn't gonna like it."

Daniel though about the statement before realizing exactly what road they were on. "Oh, you're right, Hotrod. He's not gonna like it!"

* * *

Unbeknownst to the duo, the shuttle they intended to watch make its landing was the very same shuttle hijacked by the Decepticons. It was to be a last resort to finish the war once and for all. The final nail in the proverbial coffin, as far as Megatron was concerned. Starscream still thought attacking a city full of Autobots was a gigantic waste of time. He could've blasted Megatron in the back (again) and taken over command of the Decepticons, but for once he thought better of it. Megatron was too busy to care what Starscream was planning anyway, instead gazing through the view port at Autobot City well in the distance.

"Soundwave, what is our ETA?" he demanded.

"Estimated time to arrival: 19.3 cycles," Soundwave answered in the same monotonous voice. "Recommend immediate abandon ship."

"For once, I agree with Soundwave," Starscream exclaimed. "We should ditch this shuttle while we have the chance."

"Not yet," Megatron said. "Not until we've reached the very heart of the city. Then, we rip that heart out!"

* * *

"Bring it over just a little more to the left! A little more! C'mon, lads, hop to it!"

The words of encouragement of the grizzled Autobot war veteran Kup rang through the group of Autobots doing roadwork. At least a few of them were griping about it. "This'd be a lot easier if Hotrod didn't ditch work." said Huffer.

"Yeah," added Pipes, one the new generation of Autobots. "Hey, Kup, how 'bout some extra liftin' power over here."

"No sacrifice, no victory," Kup stated. "Keep it going, lads!"

"That sounds like some cheesy pick up line from a bad movie," said Hoist. "And I clearly know something about bad movies."

Kup shook his head in amusement and continued to direct traffic, so to speak. Huffer did make a pretty good point; Hotrod was supposed to be helping with the road work. Instead, that kid was probably up to no good. Kup didn't hate Hotrod, not really. In fact, they were good friends. It was just that Hotrod hardly ever took anything seriously. Kup couldn't allow his mind to wander and focused his attention on the road work. But then his audio receivers picked up a faint noise. At first, Kup, being an old war veteran, though his audio receivers were going out on him. But the noise seemed to be getting louder, and Kup realized it was coming front an engine. A very high powered engine! Kup knew that sound all too well and glanced down the road at the bright red and orange object racing toward him.

"Not again," Kup muttered to himself before waving his arms. "Stop, Hotrod!"

Too late! Hotrod raced right passed Kup and the other Autobots, destroyed the barricade, and continued on, all the while shouting, "Coming through!"

Kup was so angered that he threw a piece of the barricade at the ground. "Damn turbo revvin' punk! You keep right on runnin'. I'll straighten you out yet, I swear to Primus."

* * *

After his little stunt, Hotrod raced onward toward the mountain summit, where he drove onto a large platform. A single observation scope rested near the edge of the platform. Daniel jumped out of the driver's seat, allowing Hotrod to return to his robot form. Both of them looked down the mountain to see Kup throwing a tantrum below.

"Aw man! Kup is pissed," Daniel exclaimed. "He's gonna whoop your tailpipe, Hotrod!"

"He'll get over it," Hotrod quipped. "Eventually!"

Daniel smirked at the sight before heading over to the scope. Looking through, Daniel could very easily see the mountainous landscape before centering on Autobot City. He could see many Autobots moving, running or driving around. Daniel then heard the shuttle approaching from the east and turned the scope toward it. The shuttle was quite a sight to be sure. It made Daniel imagine what his parents thought when they flew in one. But then something caught Daniel's eye; something that shouldn't have been there. He zoomed in closer and there was no mistaking it now.

"Oh no," he said. "Hotrod, there's a hole on the shuttle's starboard side."

"Are you serious?" Hotrod asked in shock.

"Yeah, look!"

Hotrod wasn't about to question Daniel and looked toward the shuttle. He quickly made out the single Transformer standing there. "Starscream! Decepticons!"

Without hesitation, Hotrod opened fire on the shuttle with his arm mounted blasters. He had the expectation that he would at least strike a glancing blow. Strike he did, catching Starscream right in the back. The impact threw Starscream off his feet to the floor of the shuttle, catching the attention of the other Decepticons. It certainly caught the attention of Megatron. Blitzwing, Kickback and Barricade all quickly began firing back at the lone Autobot as Starscream picked himself up. He wasn't too baldy damaged but his pride was stung. That particular notion produced a wicked smirk to appear on Slipstream's face.

"Bet that hurt!" she quipped.

Starscream picked himself up and glared at Megatron. "It seems you overlooked something, Megatron!" he snarled.

Megatron stormed to the hull breach, pushing passed Starscream in the process, and noticed the Autobot firing on the shuttle. "We've been discovered."

"Oh, you think?" asked an ever sarcastic Starscream.

Megatron glared at his subordinate and then commanded, "Abandon ship! Decepticons: attack!"

Just as soon as Megatron gave the order, the shuttle rumbled violently enough to throw some Decepticons off their feet. Down below, Hotrod had scored a direct hit to one of the shuttle's fuel cells. The resulting fire scorched Soundwave, Dirge, Wreckage and Blackout but it didn't kill them. Megatron was finished wasting time and jumped out of the doomed shuttle. Starscream, Soundwave and the rest of the Decepticons followed suit to begin the attack. While most of the invaders transformed and headed for the city, Megatron turned his full attention on Hotrod and fired on him. The first shot missed the platform completely, almost deliberately. Hotrod knew a warning shot when he saw one and quickly scooped up Daniel in his arms. Megatron fired another blast from his cannon, this time scoring a direct hit at the base of the platform. A huge explosion followed. Debris was sent flying into the air and soon enough, the entire platform collapsed beneath Hotrod's feet.

"Hang on, Daniel!" he shouted.

Hotrod had little option as the platform was falling out from under him. He had to jump, and he did just that. Hotrod thankfully landed feet first on a slope near where the platform once stood and slid down hard and fast. It was still a struggle to stay vertical on the way down but Hotrod pulled it off. Upon coming to a stop on a ledge, Hotrod noticed Megatron hovering high above him, seething that he hadn't put the young Autobot away. Blitzwing and flew up next to his leader after breaking from the main group.

"Blitzwing, tear that useless scrapheap apart!" Megatron commanded.

"With pleasure!" exclaimed the Triple Changer.

Megatron raced off to lead his forces, while Blitzwing transformed into jet mode and bolted down toward Hotrod. The Insecticon Shrapnel followed, in fact even buzzing right passed Blitzwing. Shrapnel buzzed right over Hotrod, knocking him over. Blitzwing opened fire on Hotrod with a vicious aerial assault. Hotrod moved as fast as he could to avoid the fire, but the steep terrain made it difficult to gain any decent footing. Shrapnel attempted another pass but Hotrod fired back at the Insecticon, missing him by inches. Hotrod fired on Blitzwing next, striking his underside. It didn't do much damage but it slowed Blitzwing enough to force him to transform and land half a mile from Hotrod. Blitzwing quickly transformed into tank mode and fired on Hotrod. Hotrod barely managed to avoid the blasts and fired back, striking the front end of the attacking Decepticon tank. Blitzwing was far from finished and aimed his cannon directly at the Autobot. At the same time, Shrapnel was coming hard and fast at Hotrod from behind. But before he could take the shot, Kup rolled in out of nowhere and leapt right onto Blitzwing's gun barrel.

"Get down!" he shouted to Hotrod.

Hotrod was more than happy to comply and ducked out of the way. Kup pulled on the barrel as hard as his old servos could manage, lifting just enough so the blast struck the oncoming Shrapnel. It was a direct hit to say the least, and Shrapnel tumbled down the hill. He just missed Hotrod as he went careening downhill. Blitzwing transformed and tried to take out Kup, but the uncontrolled Insecticon slammed right into him. Blitzwing and Shrapnel both ended up tumbling further down the hill. Kup watched as the two Decepticons fell and was soon joined by Hotrod with Daniel in tow.

"You lads okay?" Kup asked.

"Yeah, thanks," Hotrod answered, noticing the absence of Hoist, Pipes and Huffer. "Where're Hoist and the others?"

"They're on their way back to the city," Kup answered. "We'd better get there too, Hotrod. Otherwise, you won't live long enough to see old age."

"Gee, thanks Kup," Hotrod said in sarcasm before noticing Skywarp appearing out of nowhere. "Drop," he shouted while pulling Kup down just as Skywarp flew right over them. "Let's save the banter for later and get outta here."

The timing couldn't have been better to run, as Skywarp was about to make another pass. Hotrod and Kup transformed and raced away, and Skywarp gave chase. Ramjet and Thundercracker joined in on the hunt. They weren't alone in the chase, as a silver and purple racer bearing the Decepticon insignia pulled up behind the escaping Autobots. The speed demon that was Barricade raced after Hotrod and Kup. All the duo could do at that point was race for dear life toward Autobot City, which by that point was already under siege.

* * *

Author's Note: Okay, this particular scene wasn't that much different from the movie, aside from some more intense action. See, I got something good out of the Michael Bay films. Anyway, let me know what you think.


	5. A Distinct, Tactical Deficiancy

Disclaimer: I'm still here and I ain't going anywhere! I guess I really shouldn't be surprised by how few reviews this story has gotten so far, being that it's a written version of a 1986 movie. No biggie; I'm not gonna complain. Anyway, I don't own the rights to Transformers. Thankfully, neither does Michael Bay!

* * *

Chapter IV

Autobot City; Oregon Mountains  
15:48 hrs.

A silver semi-cab towing a red and blue vehicle transport rolled through the die-cast laden roads of a city under siege. At its right was a fast moving light and dark blue hover car, and at its left was a pink sport car. A green attack helicopter hovered above the unusual group of vehicles even as gunfire and explosions rained down around them. The vehicles reached a clearing, where there was only the presence of an oversized red and black stethoscope. The devise had its scope pointed upward at the oncoming army of robots. The convoy of vehicles stopped short and all of them transformed into their respective bipedal form. The stethoscope did much the same and joined the group of Autobots, stopping right in from of the tallest one.

"Perceptor, what's the situation?" asked the red and blue Autobot.

"Ultra Magnus, I've completed a cursory evaluation of Decepticon capability versus our own." Perceptor informed.

"And?"

"All results indicate a significant tactical deficiently for our side." Perceptor concluded.

Ultra Magnus, who was never one for details, quickly asked, "Any chance that I can get that in English?"

Before Magnus could receive his answer, the sound of an afterburner was heard from above. The Autobots looked up just in time to spot Thrust flying right toward them. The Autobots Springer and Blur stepped out front and fired on the oncoming Seeker. The shots missed their mark and Thrust quickly fired back. The Autobots barely dodged out of the way just in time as the shot impacted the ground, triggering an explosion. Springer climbed to his knees as did Magnus, while Perceptor, Blur and the female Autobot Arcee recovered.

"I think he means we're outnumbered." Springer stated.

Ultra Magnus reached a nearby console and press several buttons. "This is Autobot City Commander Ultra Magnus calling Autobot Headquarters. If there's anyone reading me, please respond!"

Magnus waited for a response, and the familiar voice of Trailbreaker sounded. _"This is Trailbreaker."

* * *

_

"We're pinned down at headquarters and under some heavy bashing from Bruticus and Menasor," Trailbreaker informed. "Superion and Defensor are trying to hold off the 'cons."

Trailbreaker could hear heavy metal slamming against itself from outside the base. Bruticus and Menasor battled Defensor and Superion head to head in vicious combat. They were all evenly matched, beating each other relentlessly and double teaming whenever the chance arose. Still, it didn't seem like Defensor and Superion were making much headway against their Decepticon counterparts.

"We're doing what we can to stay alive, but don't expect reinforcements anytime soon." Trailbreaker said.

* * *

Magnus sighed in frustration, "Roger that, Trailbreaker. Just hold the fort as best you can. See if you can get in contact with Omega Supreme."

_"Roger that, Ultra Magnus! Trailbreaker over and out."_

As soon as Magnus ended the transmission, Arcee asked, "So what's the plan, Magnus?"

"We're passed the point of preparation already. Arcee and Springer, you two transform the city to battle station mode," Magnus turned to Perceptor. "Perceptor, you go meet up with Blaster and Wheeljack in the communication tower. Tell them to send a request to Optimus Prime for reinforcements."

Blur, the fastest Autobot of the group, wasn't about to be left out of the loop. "What-about-me-Magnus? What-can-I-do? What-should-I-do-to-help? I-can-help-I-wanna-help. Tell-me-what-I-can-do-help. What-about-me?"

On instinct, or the Autobot equivalent of instinct, Ultra Magnus put his hands up and said, "First of all, Blur; slow your speech to about a thousand words a minute. And second; you can help me round up any other Autobots in the city for battle."

Blur saluted and very swiftly stated, "I-can-do-that-no-problem-whatsoever. You-can-count-on-me Ultra-Magnus. Nobody-can-get-the-job-done-faster-than-I-can."

"Same goes for your yammering, Blur!" Springer exclaimed.

"Cut the chatter, Autobots," Magnus ordered. "We all have our assignments, so let's get it done."

With that, Ultra Magnus and Blur transformed into their respective vehicle forms and raced away. Perceptor hitched a ride on Magnus' trailer before the giant transport sped off. The blue hover car followed, leaving behind a series of after images. Only Springer and Arcee remained when they heard what sounded like thunder passing overhead. They gazed up at a small squad of Decepticon Seekers passing by before dispersing.

"We won't last long just standing around, Arcee," Springer stated. "Let's get the city up to speed."

Arcee nodded but then looked out passed the city parameter. "Wait, Springer! I think I see Hotrod and Kup coming down from the mountains."

Springer joined Arcee and looked toward where she was looking. He was also to make out the images of a bright red and orange car and a blue pickup. It was Hotrod and Kup to be sure. Unfortunately, Springer and Arcee could also make out Thundercracker, Skywarp and Ramjet shooting at them. They also spotted Barricade behind them on the road.

"Kup, Hotrod, it's Springer! Can you hear me?"

_"We're a little busy at the moment, Springer," _Kup responded._ "We got Decepticons shooting up our tailpipes."_

"Well, you'd better get here fast," Springer said. "We're about to transform the city into battle station mode."

"Do you hear that, Hotrod," Arcee asked. "You'll be trapped outside if you don't make it to the city."

* * *

In the mountains well out of range of the city, Hotrod and Kup raced across the road with the three Seekers tailing them in the air and the racer on the road. "Don't wait for us, Arcee," Hotrod urged her. "We'll find a way in if the city's closed off."

_"But Hotrod…" _Arcee started.

"We'll make it, Arcee," Hotrod stated. "I swear to Primus we will."

* * *

Springer quickly approached Arcee and took her arm. "Arcee, we've got to go right now!"

Arcee quickly pulled away from Springer. "No, we can't leave them out there."

"No choice! They'll have to take care of themselves," Springer again took Arcee by the arm. "Come on!"

Having to forget about Hotrod, even for a little while, was difficult for Arcee to do. But she knew it had to be done. So, she followed Springer to the Autobot City transformation center, which was located only half a mile from their position. It wouldn't have taken them that long to reach if they entered vehicle mode, which they did. Arcee entered her sports car mode while Springer transformed into a bright green hover craft mode similar to that of Blur. Springer was inwardly thankful for being a Triple Changer as he and Arcee raced through the city. As the raced, they caught view of Ultra Magnus and Blur racing toward them, with several other Autobots joining them. Among them were Inferno, Red Alert and Tracks as they sped passed Springer and Arcee. Magnus led the squad to the square, where they were eventually joined Powerglide and Warpath and they all transformed.

"Autobots, keep the Decepticons busy while Arcee and Springer get the defenses up and running." Magnus ordered.

Warpath, ever enthusiastic, declared, "Oh yeah, baby, Gonna blow up some 'cons tonight! Gonna make 'em all go KABLAM!"

The less enthusiastic Red Alert stated, "I knew it; we're all going to die."

Inferno stepped up side by side with Red Alert and declared, "Well, if we go down, Red, we go down fighting. And maybe we'll take some 'cons with us."

"That's what worries me, Inferno."

Magnus was about to shut his troops up when Decepticon fire rained down on them. Surprisingly, Dirge and Slipstream were the only Seekers shooting at them. Magnus and company returned fire and even though they missed their mark, they did manage to throw off the Seekers' aim. But then Decepticon reinforcements came in the form of Thrust, and Soundwave. That didn't stop the Autobots from fighting back with every circuit in their bodies. The laser fire went back and forth, until Ultra Magnus scored a direct hit on Thrust's left engine. Thrust spiraled uncontrollably toward the ground and quickly transformed mere seconds before crashing to the ground. Warpath and Inferno tried working together to take down Dirge, until Slipstream intervened and fired on them. She managed to strike Inferno in the shoulder and incapacitate him. Warpath covered Inferno while Red Alert tended to him, missing Slipstream completely but striking Dirge. But then more Decepticon reinforcements arrived in the form of two similarly styled, duel barreled Cybertronian tanks.

Blur concurred what Magnus already knew with a very quick, "Oh-oh! This-is-not-good! Very-oh-so-not-good!"

The dual tanks that were Wreckage and Demolisher opened fire on the Autobot squad, while Starscream led the Decepticons in providing added pressure. Magnus and company returned fire, and Magnus managed to strike Demolisher. Wreckage then opened fire on the first Autobot he saw, which happened to be Red Alert. Warpath quickly jumped in front the blast, which literally cut his chest mounted gun barrel in half. Another blast, this time from Demolisher, scored a direct hit on Warpath, leaving him with a gaping hole similar to the one that felled the ill fated Gears. Red Alert watched in horror as Warpath sank to his knees and then crumpled lifelessly to the ground. It distracted him to the point where Soundwave attempted a shot, but then Powerglide made sure that didn't happen. Then he took aim at Soundwave and managed to get a few shots in, then focused on Starscream. All it really did was piss him off. He took aim and fired again, ultimately sheering off the Autobots' right wing. Powerglide managed to transform but it was all for naught, as Slipstream finished him off. Demolisher and Wreckage returned their collective wrath on the remaining Autobots, in doing so taking out Red Alert and Inferno.

"Autobots, fall back into the city." Ultra Magnus ordered as he, Blur and Tracks escaped back into the city.

Megatron finally arrived on the scene and ordered, "Finish them!" Then his forces were stopped dead by the appearance of a giant, triple barreled cannon.

Deep within the city walls, Springer and Arcee worked frantically to transform the city into battle station mode. The gamble paid off, as the entire city shifted and changed shaped right before the Decepticon invaders. Die-cast walls shifted in different positions. Giant turrets rose high above the city as Decepticons flew in between towers. As expected the turrets began opening fire on any target that crossed their sightings. Springer and then Arcee began racing across the city streets, all the while being spotted by the Decepticons. Megatron sneered at the two Autobots in anger upon realizing that they were the cause of this turn of events.

"Starscream, Slipstream, destroy the Autobot scum."

In arrogance, Starscream declared, "I didn't hear a _please_!"

Megatron glared menacingly at Starscream, who simply smirked before transforming into his F-15 jet form and diving toward the Autobots. Slipstream transformed into a Cybertronian jet and followed. Springer and Arcee had to move quickly, due to the fact that the walls were literally closing in on them. Add to that the fact that two Decepticon Seekers were closing rapidly on them, and that made for a desperate fight for survival. As if it wasn't desperate enough already! Upon closing some reasonable distance, Starscream and Slipstream opened fire on Springer and Arcee. The two Autobots had to pick up the pace as the path was closing fast, followed by the wall.

"Move, Arcee," Springer shouted. "We've got to get clear of these walls."

"What do you think I'm doing, Springer?" Arcee sarcastically asked.

Starscream closed in further on the duo, even dangerous descending below the walls. "There's no way out, Auto-fools!"

Ultimately, Springer and Arcee proved Starscream wrong and just barely manage to escape into another area. Starscream transformed right then and there. In a cruel twist of irony, he found himself about to be trapped inside the closing walls. In desperation, Starscream launched himself into the sky as fast as his thrusters to carry him. He almost made it, but his right leg was caught in the die-cast steel. Starscream pulled on his leg as hard as he could without ripping it off but it wouldn't budge. Slipstream transformed in mid air and watched in amusement as Starscream tried to pry himself loose.

"Slipstream, help me!" Starscream pleaded.

Callously, Slipstream mimicked Starscream's previous words to Megatron, "I didn't hear a _please! _Then, she aimed and fired directly at Starscream's leg.

The shot indeed freed Starscream from his predicament but also left a gaping hole in his leg. "My leg, you scrap metal bitch!"

Megatron looked on with amusement, or lack there of, before spotting several Autobots racing across a bridge toward the one remaining open gate. The Autobots turned out to be Hoist, Huffer and Pipes. Megatron immediately opened fire on the three Autobots with the ruthless intent of blowing them the bridge. Huffer transformed into his bipedal form and fired back, hoping to cover Hoist and Pipes or at the very least bye them time to get clear. It was a simple distraction that saw Huffer score several hits on Megatron, though the shots proved to be more annoying to the Decepticon leader. Regardless, Hoist and Pipes made it inside the city, but Huffer wasn't so fortunate. As he tried to follow, Megatron scored his own, more devastating hits, sending Huffer tumbling off the bridge to the river below. The gate was already closed by the time Megatron refocused on it, and his ranged attacks were met with resistance.

Now fuming, Megatron called out, "Venom, Ransack: breach their defenses!"

As if on cue, two new Insecticons appeared. Ransack appeared in the form of a wasp hovering down from the sky while Venom appeared to resemble a tarantula crawling up from the rocky slopes. As was expected from any insect themed Decepticon, Venom and Ransack began gnawing on the gate. They ripped bit after bit of die cast steel from the gate until all that remained was a gaping hole. As a defense mechanism, the bridge began to retract from the gate, taking Venom with it. Meanwhile, Hotrod and Kup were speeding toward the city when they spotted the Insecticons.

"Scrap, those damn Insecticons are in the way," Kup shouted. "We'll have to find another way in."

"Don't bother," Hotrod shouted back. "Already got a way in! Hang on, Daniel. It's gonna be a little rough!"

"What're you gonna do, Hotrod?" Daniel asked, as he didn't know. But he did know.

Almost immediately after, Kup said, "Oh you're kidding me, kid!"

Hotrod gunned his engine and sped down the trail toward the city, with Kup doing the same and tailing. Inside the bright red vehicle, Daniel braced himself for whatever Hotrod was planning. They weren't alone. The three Decepticon Seekers continued their relentless pursuit from the air, while Barricade followed on the ground. Making matters worse, a hulking black and gray attack helicopter with the Decepticon insignia hovered over the bridge and fired away. Hotrod and Kup picked up speed as Blackout fired on them. Barricade did the same. On the bridge, Venom instinctively threw his front legs up in defense, but it wasn't enough to stop Hotrod. In a flash, Hotrod literally used the Insecticon as a catapult to launch across the widening gap. Ransack, who was hovering in the air, just barely avoided being swatted by the momentarily airborne vehicle. Meanwhile, Kup was also fast approaching and did the exact same thing Hotrod had done. Only with not as much finesse! Kup was catapulted into the air all while crushing Venom beneath his wheels and knocking Ransack out of the sky. Barricade sped up hard and fast. Too fast! He used the already mangle Insecticon as a catapult but he ended up slamming into Blackout. The resultant collision sent both of the them to the ground. Meanwhile, the Seekers closed in but were suddenly forced to ditch. Thundercracker and Ramjet pulled up just in time and rose back toward the sky. Skywarp tried to follow but misjudged his trajectory, and his afterburners grazed the wall. Ultimately, Skywarp crashed landed on the city streets below. Ground side, Barricade and Blackout recovered and Barricade punched his larger cohort in the chassis.

"What in the Pit's wrong with you, Blackout? You let 'em right by you," Barricade chastised Blackout, who simply remained silent. "Say something, you idiot!"

In a single motion, Blackout bashed Barricade right in the face. "You talk too much!" he finally said in a low tone.

* * *

Inside the city, Hotrod and Kup transformed as a secondary door closed behind them. "Daniel, you okay?" Hotrod asked.

Daniel was down on a knee catching his breath. "I'm good, Hotrod! but that was insane. Can we do it again?"

"Maybe later!"

"That was pretty stupid, lad! Brave and even a little ingenious, but stupid." Kup reprimanded the younger Autobot.

Hotrod shrugged and stated, "It worked, didn't it?"

Hoist and Pipes appeared and approached the two Autobots. "Kup, Hotrod, are you guys alright?" Pipes asked.

"We're okay, but what about you two?" Kup wondered.

"We're alright, but Huffer didn't make it," Hoist pointed out. "Decepticons are everywhere."

"Duh!" Hotrod exclaimed.

Kup glared at Hotrod before telling Hoist, "Hoist, you and Pipes see if you can rendezvous with Ultra Magnus. We'll see if we can find Springer."

"You got it, Kup," Hoist said. "Good luck!"

"Likewise!" Kup told Pipes and Hoist before they headed off.

Hotrod grabbed Kup by his arm and exclaimed, "What're we waiting for, Kup? We've got to find Arcee and Springer."

"Relax, lad. We'll find them!"

"I sure hope so!" Hotrod said, at the same time thinking to himself, _She'd better be alive!

* * *

_

Author's note: Another chapter finished. The most obvious difference between and the movie was what Ultra Magnus and Blur were up to behind the scene. Another difference was the brief mention of the gestalt battle. I'll see about developing that further in the next chapter. Also, we've been introduced to Venom and Ransack. Now, I'm aware that in the toy line, these two were a cicada and a grasshopper. But I chose to make them into a tarantula and a wasp, obviously a reference to their Beast Wars counterpart. Then there's Blur rapid speech, probably the hardest part of the whole chapter, and the city battle isn't as one sided this time.

Anyway, let me know how I'm doing so far.


	6. Hold On to Your Receptors!

Disclaimer: I guess I shouldn't be surprised few reviews this story's garnered. Plenty of hits though, so that's got count for something. Anyway, I don't... you know what? Let's skip that part and get on with the next chapter!

* * *

Chapter V

Autobot Headquarters  
26.09 miles from Autobot City  
16:00 hrs.

As the battle raged on at Autobot City, the Autobot's mountain headquarters was under equally heavy assault. The combined efforts of the Decepticon gestalts Bruticus and Menasor found them laying waste to the Autobot's home base. It wasn't as simple as they'd hoped. The Autobot gestalts Defensor and Superion fought off their counterparts as best they could. For the most part, they were succeeding. But the attack was serving as more of a diversion, while Megatron led his own forces in razing Autobot City. Superion or Defensor could've attempted to make the trip to the city, but Bruticus and Menasor made it nearly impossible. Meanwhile, Trailbreaker was busy coordinating operations inside the base. These operations were mainly tending to the wounded, which was made more difficult due to the absences of Ratchet and Red Alert. As this was going on, Sideswipe rolled in from the battlefield after which a loud explosion followed.

"Sideswipe," Trailbreaker said to his Autobot comrade. "What's happening out there?"

"Superion and Defensor are getting their tailpipes handed to 'em. Still fighting, though," Sideswipe informed Trailbreaker. "Did you get in contact with Omega Supreme or Skyfire?"

"Still trying but the 'cons are making it tough to reach them!" Trailbreaker said before another explosion rocked him and Sideswipe to the floor.

Sideswipe pulled himself up to a knee and snarled, "Man, they really picked a bad time to go off world."

Outside of the base, Superion was being double teamed by Menasor and Bruticus. The Decepticon gestalts bashed the Autobot gestalt repeatedly from one to the other. Each blow came with increased force. Superion, to his credit, continued valiantly fighting. He tried for a wild strike to Bruticus but missed when Bruticus ducked. But Bruticus wasn't prepared for another blow, this one catching him square in the face. Superion struck again, all the while preventing Menasor from interfering with a swift mule kick. It still bought Bruticus enough time to pull his gun into the fray, but Defensor prevented his natural gestalt rival from pulling the trigger. Bruticus kicked Defensor off of him and then tackled him to the ground. All the while, Superion and Menasor traded heavy hits with each other. Menasor tried a wild swing that was caught by Superion before the Autobot gestalt flipped his counterpart up and over. The momentum sent Menasor crashing into the landscape, leaving behind a massive trench. Before Superion could make his next move, Menasor blasted him in the shoulder. Superion fired back, striking Menasor right in the face. Meanwhile, Bruticus was practically dominating Defensor with repeated blows to the chest. Superion fired on Bruticus, striking the gestalt directly in the back. Bruticus was stunned but not down yet, and returned fire on Superion. Superion ducked but wasn't prepared to be tackled hard by Menasor. The gestalts slammed into the landscape with the force of an earthquake. Bruticus prepared to fire on Superion again but Defensor prevented it from happening.

Back inside the base, Sideswipe and Trailbreaker watched the massive battle royal through a monitor. "I hope their having better luck in the city." Sideswipe said.

"You and me both!" Trailbreaker said concurrently.

* * *

The Decepticons continued flying through the skies above Autobot City, taking every potshot available to them. Thankfully, most of the city had been transformed into battle station mode through the efforts of Springer and Arcee. That alone didn't make things easy for the Autobots. They needed reinforcements in the worst way. In the meantime, the city's massive automated defense cannons fired back at the Decepticons. Not all of the cannons were automated. The communications tower served a secondary function as a manned defense fortress, something Blaster took full advantage of. He most certainly enjoyed shooting Decepticons out of the sky.

"Yeah, baby! Listen to 'em shout," he exclaimed in excitement. "Watch 'em crash 'n' burn, Wheeljack!"

Wheeljack, the Autobot's inventor (and mad scientist) was pretty sure by that point that Blaster had lost his mind. "I think you're enjoying this a little too much, Blaster."

Blaster enthusiastically laughed, "If the city's gonna go down, then let's all go out in a blaze of glory."

Wheeljack shook his head when he noticed the familiar image of Perceptor entering the fortress. "Perceptor, where've you been? I thought you'd be helping Ultra Magnus coordinate the counterattack."

Blaster overheard and turned toward the two Autobots. "What's shakin' Perceptor," A minor tremor rocked the fortress, after which Blaster added, "Aside from this fortress?"

"Ultra Magnus is busy with the counteroffensive, but he's sent orders to contact the moon bases for reinforcements," Perceptor said before the fortress was rocked again. "Blaster, you transform and connect to the communication system. Wheeljack and I will try to boost the signal."

"Works for me," Blaster exclaimed as he started pressing several switches. "All systems go!"

Blaster transformed into his stereo mode while Wheeljack worked on boosting the signal strength. "The signal's boosted as high as it'll go. It's now or never, Blaster!"

"Hold on to your receptors, boys," Blaster connected to the system and began transmitting the signal. "Autobot City to Moon Base One; Optimus Prime, do you read me? We got Decepticons blitzing the city and we're requesting reinforcements. We're really takin' a pounding! Don't know how much longer we can hold out!"

In no less than a nanosecond, the signal was shot out of the city and into the sky toward the stars. With luck, it would bounce off the Earth's moon, onto a random manmade satellite and travel toward Cybertron space. Luck that the Autobots so desperately needed!

* * *

As it turned out, Lady Luck, or the Cybertronian equivalent of such, was on the side of the Autobots. Having taken over the duties of Prowl, Mirage was busy monitoring the goings on Cybertron when he noticed a blinking light on the console. A blinking light usually indicated one thing alone.

"Optimus, I'm getting a signal from Autobot City."

In mere moments, Optimus Prime arrived right beside the Autobot Saboteur. "Patch it through, Mirage."

Mirage flipped a switch and Blaster's voice came through. _"Autobot City to Moon Base One; Optimus Prime, do you read me? We got Decepticons blitzing the city and we're requesting reinforcements. We're really takin' a pounding! Don't know how much longer we can hold out!"_

Optimus Prime's optics glowed a nearly intimidating blue hue. "Megatron!"

* * *

"Blaster, how much longer until you're finished?" Wheeljack asked.

"About three more cycles," Blaster responded. "Why?"

Wheeljack was looking straight up at the class ceiling of the fortress. "Somehow, I doubt we even have three cycles."

Perceptor looked up to where Wheeljack was looking, catching sight of the giant robot wasp hovering overhead. "Hurry up, Blaster!"

The giant wasp that was Ransack hovered over the fortress. The Autobots waited for the Insecticon to make its move, and then Ransack clung onto the glass. The glass didn't shatter, but that didn't stop Ransack from thrusting its giant stinger right through it. Ransack punctured numerous holes into the glass in an attempt to reach the Autobots inside, but the Autobots were luckily well out of reach. Until several cracks appeared on the glass! Thinking quickly, Wheeljack rushed to the console and began pressing several buttons and flipping switches.

"Whatever you're doing, do it fast, Wheeljack." Perceptor urged.

Wheeljack didn't allow himself to hurry, instead staying focused as continued pressing buttons. Ransack continued to assault the glass with its stinger. But Wheeljack was finally ready. One single, blinking red button beckoned the Autobot inventor, and Wheeljack obliged. He slammed the button as hard as he could. In an instant, the entire fortress was bathed in a massive electrical current. At one million volts, the current would be lethal to organics. So, what would it have done to a giant Decepticon wasp? The answer came as Ransack was caught by the current's full force. The creature shrieked yet continued to attempt to breach the fortress, and Wheeljack turned up the voltage. Ransack could only take so much and it was finally forced to disengage its assault and buzz away.

Down below, Megatron had noticed the activity. He ultimately surmised that the Autobots were attempting to reach Optimus Prime. "Soundwave, halt that transmission!"

"Affirmative," Soundwave said before launching himself into the air. He flew toward the fortress before coming to a sudden stop. "Rumble, Frenzy, Ravage, Ratbat: eject! Operation: Interference!" Soon after, four rectangular objects emerged from Soundwave's tape deck.

Perceptor spotted Soundwave hovering nearby. "We have another problem!"

"Is it that nasty bug again?" Blaster asked.

"Worse!" Wheeljack answered.

The understatement of the stellar-cycle as the Minicons quarter of Rumble, Frenzy, Ravage and Ratbat converged on the fortress, with Rumble leading the charge. The moment the four landed atop the glass, they began attempting to rip the main dish away. Acting quickly, Wheeljack unleashed another electrical current. Ratbat blew that plan to the Pit with a high pinched shriek. The shriek shorted out the controls that operated the defenses, and almost fried Wheeljack in the process. Meanwhile, Rumble and Frenzy succeeded in ripping the dish clear while Ravage literally scratched and clawed on the glass.

Rumble and Frenzy regroup by the jaguar robot and looked down at the Autobots. "Hey Frenzy," Rumble called out. "What do you do when you find a shell?"

Frenzy cracked a wicked smile. "First we crack the shell…" Frenzy transformed his arms into pile drivers.

Rumble did the same and then finished the statement, "Then, we crack the nuts inside!"

Blaster transformed before joining Perceptor and Wheeljack. "That ain't good!" he said.

Blaster found his comment proven right when Rumble and Frenzy began pounding on the glass. Cracks rapidly appeared everywhere around the epicenters until the glass finally shattered. Shards rained down into the fortress, showing the Autobots inside. Then Rumble and his comrades lunged down at the nearest Autobot, who turned out to be Wheeljack. Ravage and Frenzy pounced on Perceptor just as quickly, leaving Blaster unscathed for the moment. Try as they might, Perceptor and Wheeljack couldn't fight off their smaller opponents.

"Get out of here, Blaster," Perceptor shouted, all the while throwing Ravage off of him. "Save yourself!"

"Find Ultra Magnus," Wheeljack added before batting away Ratbat. "Help him defend the city."

"No way in the Pit," Blaster declared moments before kicking Ravage away. "Soundwave wanna play it like that? I'm game!"

Much like Soundwave had done moments ago, Blaster unleashed four of his cassette-styled Transformers. Almost immediately, the Minibots team of Rewind, Eject, Steeljaw and Ramhorn engaged their Decepticon counterparts. This bought Wheeljack and Perceptor enough time to get clear as Blaster helped them up. The three larger Transformers found themselves watching as battle royal ensued right in front of them between the miniaturized Transformers.

"Blaster, please tell me you managed to get through to Prime." Perceptor exclaimed.

"If I didn't…" Blaster said matter-of-factly. "…Then we're all gonna look like burnt out toaster ovens."

"We should try to locate Ultra Magnus and the others," Wheeljack pointed out. "Something tells me we're nowhere near out of this situation yet."

* * *

Night began to fall as the Decepticons continued their siege on Autobot City. The Autobots were starting to turn the tables on the invaders. The city defense cannons had succeeded in either shooting down several flyers or grounding them all together. But the cannons were slow to track the sky, so tagging Decepticon flyers took precise aim and luck. The grounded Decepticons attempted to advance on the city wall, but the Autobots had taken the high ground within numerous corridors. This gave the Autobots a clear shot on Megatron and his forces. Ultra Magnus and Blur were among the Autobots firing on the Decepticons, along with Grapple, Tracks and another new, younger Autobot: Breakaway. As the shootout continued, Hoist and Pipes arrived and joined Magnus.

"Where've you two been?" Magnus asked without glancing at either of them.

"Held up in traffic," Pipes joked. "Huffer didn't make it, and Kup and Hotrod are searching for Arcee and Springer."

"Oh yeah, baby," Breakaway enthusiastically shouted. "Line 'em up so I can shoot 'em down!"

"I see the new recruit is fitting in nicely." Hoist stated.

"A little trigger happy if you ask me!" Pipes added.

Blur was moving back and forth from one window to another in rapid succession. "We've-got-Decepticons-outside-the-gates. Decepticons-shooting-up-the-gates. Decepticons-up-in-the-air. Decepticons-Decepticons-Decepticons-everywhere!"

"We get it Blur," Magnus shouted. "Just keep shooting. We've got to hold until reinforcements arrive. I hope!"

Across from the group, Breakaway smirked and said, "Yeah, bring it on, Decepti-creeps. I got plenty for all of ya," Breakaway's weapon of choice, a rapid fire Cybertronian-styled sniper rifle, was aimed at the first Decepticon he saw: Megatron. In his own impetuous manner, Breakaway proclaimed, "Say hello to my little friend!"

Breakaway had Megatron dead center in his sights and pulled the trigger. A single shot was discharged from the rifle and traveled rapidly toward the Decepticon leader. It caught him dead on the left shoulder, sending tiny fragments flying into the air. It also caught his attention. Breakaway fired again, this time striking Blitzwing and Ramjet while Ultra Magnus and company gave him some cover. Megatron caught sight of Breakaway and sneered at the young Autobot. Breakaway's grin dissipated as he watched Megatron raise his fusion cannon. At that point, Breakaway realized that his own impulsiveness was about to get him killed. Luckily, Tracks tackled Breakaway to the floor just as Megatron opened fire on him. The shot literally blew the off a portion of the corridor ceiling. Tracks gazed at the damage before helping Breakaway up.

"Thanks, Tracks!" he said

"You're good, kid, but you still got a lot to learn," Tracks said. "If we live through this."

Down below, Megatron was snarling madly when Soundwave approached. "Megatron; current weaponry insufficient to breach city walls."

"I told you we should've attacked the moon bases." Starscream berated Megatron, who quickly answered with a swift back fist to the Air Commander's face.

"No doubt the Autobots have contacted Optimus Prime by now," Megatron ultimately acknowledged. "Astrotrain, do you read me?"

_"Loud and clear, Megatron." _Astrotrain said from afar.

"It's time to unleash our secret weapon! Bring the Contructicons down on our current position." Megatron ordered.

_"Understood, Megatron,"_ Astrotrain responded. _"ETA: ten cycles."_

"Be here in five, Astrotrain."

The Autobots continued shooting after which Blitzwing stated, "Maybe we should pull out, Megatron. The Autobots are too well fortified."

"No, we're too close to stop now, Blitzwing," Megatron explained. "Keep shooting, unless you want to deal with me."

* * *

Deep in the vastness of space, a lone Autobot shuttle entered passed by the rings of Saturn on route to Earth. Inside the shuttle, Optimus Prime was at the controls guiding the shuttle to Earth. He wasn't alone, as he was joined at the helm by Mirage, Hound and Sunstreaker. Waiting in the back were the giant forms of the Dinobots and they were preparing to go straight to battle. Optimus knew full well what and who was waiting for them in Autobot City. He knew Megatron was there, fully expecting him to arrive.

"Optimus," Sunstreaker called out. "I'm picking up two signals closing in on our current position. They're both Autobot signatures."

_"This is Skyfire, do you read me? I'm here with Omega Supreme. We received a distress signal from Autobot City and Autobot Headquarters."_

"Skyfire, this Optimus Prime; both areas are under heavy assault from Decepticon forces," Optimus responded. "We need to provide assistance as soon as possible."

_"Understood, Optimus,"_ Skyfire said. _"We're with you!"_

That's all Optimus Prime could ask for from any Autobot under his command. Now all that was needed was to reach Earth. Reach Autobot City! Optimus had to hope and pray to Primus that the city was still standing. It just had to hold out a little longer. Just a little longer!

* * *

Meanwhile, far out the reach of both Earth and Cybertron, something ominous was watching. Studying! Waiting for the right moment to make its move. Images of the Transformers, Autobots and Decepticons alike, flooded through the inner workings of the great entity. The images soon rested on Optimus Prime. It continued to wait. It could wait a little longer, and then it would strike. The wait would be worth it.

* * *

Author's note: So, the siege rages on but help's on the way. Whereas the movie centered solely on the city, I opted to include the battle royal at the volcano based headquarters between the gestalts. Next chapter, Devastator make his appearance, sans the Michael Bay wrecking balls. (idiot!)

Let me know what you think so far. Seriously, because I'm **not **deleting this story.


	7. Prepare for Extermination

Disclaimer: Nice to see some blood flowing review wise. Hope you liked the foreshadowing at the end of the last chapter. Anyway, let's ROLL OUT! Had to say it!

* * *

Chapter VI

Autobot City; Oregon Mountains  
20:49 hrs.

Night fell completely, yet the sky was lit by the light of fires that littered Autobot City. The Decepticons continued to make their push to take down the city walls. Inside the city walls, the Autobots continued to hold the line as best they could. But they were taking heavy casualties. Megatron knew this all too well and pressed the numbers advantage his Decepticons possessed. That wasn't to say that his own forces weren't taking hits. Still, he had one major play in mind to break through the walls. Meanwhile, Springer and Arcee arrived at a large room. A giant mobile launcher rested inside, as did the dead bodies of Smokescreen and Windcharger. Their limp forms had taken on an ash gray color, which signified that were clearly passed the point of stasis lock. It was a harrowing image for Arcee to take in. It made her wonder how many other Autobots had died in the siege. Her thought process was interrupted by a minor sound like a sonic boom was heard from above. Springer heard it too and looked toward where it sounded and spotted a lone fighter jet approaching. He armed up quickly, suspecting the jet to be a Decepticon. He was relieved to see the jet bearing the Autobot insignia, and even more to learn that upon transforming, the jet was Breakaway.

"Ultra Magnus sent me to find you two," Breakaway stated. "You okay?"

"Your timing couldn't be any better, Breakaway," Springer. "We could use some help getting this launcher in place."

"Consider it done, Springer," Breakaway said with enthusiasm. "Time to blow some 'cons into fragments," Breakaway quickly joined Springer in trying to move the launcher into a required position. This was easier said than done as the launcher only moved a couple inches. "Okay, this is a little harder that I'd thought."

Springer could attest to that and turned toward the seemingly frozen Arcee. "Arcee, c'mon! Megatron's making his big push, and we've gotta push back."

Springer's urging brought the pink and white femme fatale out of her trance and she finally joined her comrades. Outside of the station, Astrotrain was approaching the Decepticons' current position. A hatch opened on the starboard and the Constructicons exited and joined the invaders. Scrapper approached Megatron and bowed to his leader.

"We are ready to serve you, Megatron."

"Excellent, Scrapper! It's time to break down these walls," Megatron announced. "Constructicons: merge for the kill!"

Inside the launcher area, Breakaway stated, "You guys heard that, right?"

"Just keep pushing, Breakaway!" Springer ordered.

Suddenly, Kup and Hotrod arrived and joined in the effort. "Keep pushing, Springer my boy. Help's at hand," Soon enough, Kup and Hotrod joined their comrades. "All together now!"

As expected, the Autobots' combined effort was forcing the launcher's movement. Even Daniel provided some minor assistance. Hotrod glanced over at Arcee and asked, "What I miss?"

Arcee smirked and sarcastically stated, "Oh nothing! Just a massive siege by the Decepticons! Seriously, I thought you and Kup would be trapped outside the city."

"You're kidding, right Arcee," Hotrod confidently said. "I mean, I wasn't worried for a microsecond."

"Then you probably didn't understand the situation." Arcee stated

"Whatever," Hotrod said dismissively. "Daniel, check that view port. See what Megatron's up to."

"Got it, Hotrod!"

Daniel moved toward the view port Hotrod indicated and climbed up a ladder. Soon, Daniel was looking toward where the Decepticons were positioned. He then saw the Constructicons in the process of transforming in their respective vehicle forms. Daniel knew what was going to happen. Each and every Construction merged and connected with each other, becoming a single giant bipedal form. Hotrod and the others had only just finished moving the launcher into place.

"Daniel, what do you see out there?" Kup asked.

"The Constructicons are merging together." Daniel shouted back.

Kup exchanged glances with Springer, and Kup uttered, "Devastator!"

"Great, we're screwed!" Breakaway exclaimed.

"I got better things to do tonight than die," Springer declared and rushed to the trigger station of the launcher. "Breakaway, help me out!"

As the Autobots prepared to counterattack, the giant Decepticon known as Devastator began bashing the outer wall of the city. Every blow left a giant dent that only he could leave behind. But as Devastator pounded away at the wall, he overlooked an automated turret situated above him. The turret fired and caught Devastator right in the shoulder, forcing him back a step. Devastator shook off the blow and in one fell swoop, crushed the turret with his bare hand. The turret in a shower of sparks and flame, and Devastator continued his assault. Then he was caught off guard by a blast from afar, as were the other Decepticons. Megatron tried to track the source of the attack before turning to Soundwave.

"Soundwave, determine the source of that blast."

"Tracking," Soundwave said. "Source located. Five Autobot signatures detected. Mobile launching platform detected. Weapon damage capability: moderate."

"I'll knock them offline!" Starscream declared.

"Stay put, Starscream. You've done enough," Megatron demanded before turning to Devastator. "Devastator, scrap them!"

In no subtle terms, Devastator declared, "Prepare for extermination!"

Inside the walls, Hotrod involuntarily spouted, "I think he noticed us!"

"Keep shooting!" Kup ordered.

Springer and Breakaway were more than happy to oblige as they prepped the launcher for another assault. A rocket shell now installed, Springer aimed and fired on the massive green and purple giant that was Devastator. The rocket's trajectory was off, missing Devastator and impacting the ground below his lower limbs. Some of the other Decepticons present weren't nearly as fortunate. The explosive blew some of them away while others just barely avoided any lasting damage. Only Demolisher and Wreckage remained and fired back at wherever the attacks were originating. Another rocket came flying passed the tank themed duo and struck Devastator in the lower left leg. The giant fell to a knee but was just as quickly lumbering back to his vertical base. Devastator grabbed a large portion of the wall he'd been bashing, ripped it away from the structure and ultimately hurled it toward the source of the rocket assault.

Kup spotted the giant projectile coming and shouted, "Incoming! Everybody out, now!"

Everyone in the station heeded the Autobot vet's warning and rushed out just as the giant protrusion plowed into the outer wall. Then through intense velocity, it plowed right into the station. Hotrod grabbed Daniel, took Arcee by the hand and pulled them to safety. Kup bolted up behind them, followed closely by Springer and Breakaway. The Autobots were just barely able to escape in time before the entire station ultimately collapsed. Each of them hit the ground as dust and debris filled the air. Kup and Springer were the first to rise. Hotrod had Arcee and Daniel with him as they had covered themselves. Breakaway was the last one out and only barely made it out.

"You two okay?" Hotrod asked.

"I'm okay, Hotrod. Thanks for the save." Daniel answered with a cough.

"I'll take more than that to stop me!" Arcee confidently said.

"I'll just bet." Hotrod exclaimed.

"That was way too close," Breakaway said. "But fun!"

"You've got a sick sense of humor, Breakaway," Springer. "Let's go find Magnus and the others."

"I heard that!" Hotrod said concurrently.

* * *

The battle raged on throughout the night as the Autobots and Decepticons fought for supremacy. Despite the Decepticons' significant advantage in numbers, the Autobots still possessed plenty of firepower. It didn't do much to turn the tide, but it was better than laying down and dying. Both sides still took various casualties back and forth, but clearly the Decepticons were continuing to press on. The Autobots were fighting a losing battle. By the following morning and as the sun began to rise, it shined its light on the remains of a ruined city. Pillars of smoke rose into the sky and ash choked the air. The Decepticons continued to make their big push, thanks in very large part to Devastator ripping right through the walls.

Approaching the giant from below, Megatron smirked in limitless glee. "Their defenses have been broken. Decepticons; let the slaughter begin."

Most of the Decepticons entered into the ruined city, but Soundwave suddenly stopped dead. "Megatron, multiple objects approaching from the southeast. Autobot signatures detected and confirmed."

"What," Megatron knew Soundwave was unlikely to lie to him and glared toward the southeast. The familiar image of an Autobot transport shuttle appeared in the distance, flanked on either side by smaller objects. Right away, Megatron knew who was coming. "Prime!"

Starscream joined Megatron and stated, "If Prime is here than we should retreat while we have the chance."

"No, I'm finishing this war once and for all," Megatron said, determined in his quest for glory. "Advance into the city."

"But Megatron..." Barricade stated to say before Megatron aimed his fusion cannon right in Barricade's face.

"Do I look someone who repeats himself, Barricade?" Megatron snarled.

Barricade simply said, "Um... no!"

* * *

"Optimus Prime to Autobot Headquarters! Trailbreaker, do you read me?"

_"Prime, this is Sideswipe. Trailbreaker's dead. Defensor is down and Superion is getting beat down by Menasor and Bruticus. We need support right away."_

"Help's on the way, Sideswipe. Just hold on," Optimus stated and then flipped a switch on the shuttle console. "Omega Supreme, you're to head straight to Headquarters and provide assistance for Superion and Defensor."

Outside of the shuttle, the hulking rocket that Omega Supreme responded. "Mission parameters: accepted. Estimated time to arrival: twelve point five cycles."

"My brother's there. He's still alive," Sunstreaker realized. "Prime, let me go with Omega Supreme."

Prime's first impulse was to deny Sunstreamer's request, but then said, "Alright, Sunstreaker. Go with Omega. Skyfire, you'll provide escort."

_"Understood, Optimus! Skyfire over and out!"_

Optimus was content with Skyfire's conformation and then turned to the Dinobots. "Grimlock, ready your team. There's a good chance that Devastator is down in the city."

Grimlock pounded his massive fist together and stated, "Yeah! Grimlock always ready for good fight!"

Optimus nodded his approval and then turned over to Hound. "Hound, get the shuttle within optimal range of the city. Mirage, open the starboard hatch."

Mirage affirmatively nodded and hit several buttons on the console. As to be expected, the starboard side hatch opened with an up close view of the giant rocket that was Omega Supreme. Sunstreaker approached the open hatch as Supreme opened a port side hatch. Wasting little time, Sunstreaker hopped from the shuttle to the rocket and the hatch closed behind him. Omega Supreme rocketed away with Skyfire following close behind. The shuttle pressed on toward the city and Optimus Prime saw the full extent of the damage. His blue optics pulsated with an unspoken rage that he perhaps never knew he had.

"We're within optimal distance of the city, Prime." Hound said, bringing Prime out of his trance.

"I've got a visual on Devastator." Mirage said.

_This is it._ thought Optimus Prime and without looking back, he said, "Dinobots, destroy Devastator or at least disable him," Prime commanded before turning back to Hound. "Hound, as soon as the Dinobots disembark, get the shuttle to the nearest landing platform."

"Course already laid in for the western platform." Hound announced.

In the rear of the shuttle, Grimlock pounded his fists together and shouted, "Dinobots, we go kick axe!"

The rest of the Dinobots were primed and ready for the forthcoming battle. Slag was primed and ready to impale some random Decepticon on his horns. Sludge was set to whip away at whatever stood in his way. Snarl, ever ready for a good fight, was ready to beat down some targets and Swoop was waiting to rain down chaos. They weren't alone. There was a brand new Dinobot within the ranks, created five stellar-cycles prior. The Autobots came to eventually call him Quickstrike. A new hatch opened in the floor, and the Dinobots dove out of the shuttle and glided toward the city. They glided toward where Devastator was laying waste and transformed into the respective dinosaur forms. Grimlock landed first and with a thundering roar, charged head long at the gestalt. The T-Rex buried its giant head right into Devastator's abdomen, trying to take him down. This plan failed, so Grimlock sank his massive teeth into Devastator's right arm. Devastator let out a roar of pain and pounded on Grimlock with his free arm. He finally pried Grimlock loose, but Grimlock charged again. This time, Devastator caught Grimlock with as swift and as hard a kick as he could manage. Grimlock crashed with a might thud into the ruined streets and Devastator stood tall.

"No one defeats Devastator." the giant proclaimed.

That proclamation was to be tested as the Brontosaurus that was Sludge charged at the giant. Sludge opened his jaws and unleashed a stream of fire upon Devastator, scorching him severely. Devastator put his arms up to deflect some of the fire and then advanced toward the Brontosaurus. Sludge increased his attack until he was rocked to the ground by a heavy axe handle smash to his back. It felt so hard the Sludge though he felt his optics jump out. Confident, Devastator lifted the fallen Dinobot up and over his head. But then out of nowhere, a robot Velociraptor lunged right at him and clung to his face. The new arrival, clearly the alternate form of Quickstrike, lived up to his name as he viciously slashed away at the giant's face. Devastator found it difficult to maintain his balance, having to hold a Brontosaurus over his head while having a Velociraptor skewer him. Finally, Devastator hurled Sludge away and tried to pry Quickstrike away. Quickstrike was relentless despite his relatively small size compared to the other Dinobots, and it was proven as he continued attacking the gestalt. Devastator finally managed to rip Quickstrike off of him but was unprepared to be rammed by Slag. Snarl appeared behind Devastator and promptly tripped him up. Swoop was the last to make his move and opened fire on the besiege gestalt, catching Devastator defenseless. The Dinobots ultimately won out, and Devastator disengaged in his Constructicon components. The Dinobots regrouped and stalked Scrapper and his comrades to the point of falling back.

Quickstrike let out a deafening shriek and uttered, "Quickstrike hungry. Quickstrike ready to kill building bots." The rest of the Dinobots collectively roared in triumph.

Watching from afar, Megatron seethed and Soundwave told him, "Megatron, Devastator has fallen. Recommend immediate fall back procedures."

"Soundwave is right, Megatron," Starscream concurred. "We need to fall back now. Optimus Prime will stop at nothing to get to us. To you!"

Megatron was still seething and his red optics were glowing. "I'm counting on it!"

* * *

"Looks like the Dinobots got the job done with Devastator." Mirage exclaimed.

Hound shook his head and added, "Yeah, but look at the mess the Decepticons left behind."

Optimus Prime didn't seem to hear his soldiers. He was staring blankly at the devastation brought upon the city by the Decepticons. Bad enough that Megatron had already taken Cybertron, but now he wanted Earth as well. It was too much. It was all simply too much. Clenching his steel hands into fists, Optimus Prime turned toward Hound and Mirage.

"Hound, you and Mirage go into the city and try to locate Ultra Magnus." he ordered.

Hound approached Optimus and asked, "What about you, Prime?"

Optimus turned away and glared back toward the ruined city. He could see Megatron leading his forces toward their next destination. His optics pulsated in a brilliant blue hue. "Megatron must be stopped. No matter the cost!"

* * *

Author's note: Another chapter completed. Again, way more back and forth fighting between the Autobots and Decepticons, and well as the face off between Devastator and the Dinobots. Speaking of which, Quickstrike is a new addition to the ranks and is of course, a Velociraptor. Remind you of anyone? Next chapter is the battle we've all been waiting for, so stay frosty!

Don't forget to review.


	8. Megatron Must Be Stopped

Disclaimer: That's more like it. Nice to know I got a few supporters here and there. Could use a few more but beggers can't be choosers. Again, I'm skipping the disclaimer part and getting right into the next chapter.

* * *

Chapter VII

Autobot Headquarters  
08:15 hrs.

The situation at Autobot Headquarters became far direr as the new day dawned. Defensor was already defeated, having disengaged into the five Protectobots. Superion was still fighting, but it was a losing battle. Bruticus and Menasor repeatedly pounded the Autobot gestalt back and forth between them. Each and every blow found its mark. It didn't matter where the blows landed, as long as it wore Superion down. Superion wouldn't stop fighting and attempted a wild strike at Menasor. He missed and Menasor took hold of him. Bruticus pulled out his big weapon and aimed right at Superion. All that was needed was one big shot. Then a sudden boom came from the distance. Ignoring it, Bruticus refocused his careful aim. Out of nowhere, Bruticus was struck from behind by a heavy blast. From the sky, a large rocket appeared. At its side was a much small red and silver high tech jet. The rocket fired on Bruticus once it was in range, striking the gestalt in the knee joint. The jet ignited its afterburners and sped toward the giant. It fired on Bruticus, striking the giant at varying point of his body. Eventually, the jet caught the giant in his one weak point.

"Bulls-eye!" Skyfire exclaimed as he flew right passed the fallen gestalt.

As was to be expected from past examples, Bruticus disengaged in the five Combaticons components. They tumbled to the ground in random heaps, falling on top of each other. The commotion distracted Menasor long enough for Superion to break free. He flipped the Stunticon giant up and over his head. Menasor landed hard onto the great landscape with a might crash, missing most of the Combaticons save for Brawl. The rest of the group fired on the oncoming rocket, which finally set down to the ground in front of them. A hatch opened and a yellow figure opened fire on the group. From there, Sunstreaker scored a direct hit on Vortex and then Onslaught. Then he jumped toward the ground, transforming in midair and raced passed the Combaticons toward the base. He was unaware that Brawl had recovered and then transformed and followed. Menasor rose to his feet and attempted to face down the rocket, but then rocket transformed into Omega Supreme.

In his own form of speech, Omega declared, "Threat assessment; Menasor, Stunticon gestalt. Recommendation; component disengagement."

Menasor, whose own speech wasn't that much different, motioned to Omega Supreme and simply stated, "Bring it on!"

* * *

Sunstreaker raced through the halls of the mountain base in search of Sideswipe. He eventually found his twin brother, along with Beachcomber. Sunstreaker transformed and approached the duo, and then spotted the mangled remains of Trailbreaker. Sideswipe was no worse off. His body was burned and some of the paint was faded, probably from some random explosion. Beachcomber appeared to have his right arm dangling at his side and the gray paint on his torso was faded.

"You two okay?" Sunstreaker asked.

"We'll live, bro," Sideswipe said. "Trailbreaker wasn't so lucky."

"I noticed!"

"Where're those reinforcements?" Beachcomber asked.

"Optimus Prime's got the situation handled in the city, and Omega Supreme's duking it out with Menasor." Sunstreaker informed.

Beachcomber suddenly shot right up. "Look out!" he shouted, moments before being blown in half by the giant tank that was Brawl.

Immediately, Sunstreaker and Sideswipe returned fire on the Combaticon. Brawl transformed to robot mode and fired back on them, forcing the brothers to take cover. The brothers fired back, but their attacks were hardly slowing down Brawl. Then Sunstreaker noticed a severed pipeline nearby, and Brawl was unknowingly approaching it. He alerted Sideswipe to this and acting quickly, the brothers fired on the pipeline and scored a direct hit. The pipeline exploded right in Brawl's face, scorching his right shoulder, torso and face. Blinded, Brawl had no choice but to fall back.

Impressed by his brother's aim, Sunstreaker declare aloud, "That's right! You'd batter run, Decepti-bitch! You don't screw with the Autobot brothers!"

"Hope their doing as well in the city!" Sideswipe said.

"Don't worry, bro," Sunstreaker said. "Prime's got Megatron's number!"

"I hope you're right, Sunstreaker."

Sunstreaker appeared ever confident, but in the back of his mind, he thought, _So do I!

* * *

_

Among the ruined walls and rising pillars of smokes of fire, Megatron led his Decepticon forces further into the city. This siege was almost over, and the Autobots were nearly defeated, this much Megatron knew. But as the invaders moved through the city, the sound of a high powered engine alerted them. It was too familiar a sound for Megatron to ignore and he turned toward where the sound originated. The source emerged from a corner as a massive red tractor trailer came racing right for the Decepticons. Knowing full well that Optimus Prime was coming for him, Megatron advanced ahead. The rest of the Decepticons fell behind, and some even turned to spot the big rig driving right at them. Optimus Prime didn't even slow down, instead proceeding to plow right through the Decepticon ranks. Thrust was the first unlucky victim as he tried to launch into the air just as Prime bared down on him. He was indeed _launched_ to be sure, by Prime, up and over the big trailer. Kickback and Bombshell stopped short and fired on the Prime, only to knocked aside. Kickback got the worst of the hit and run. Prime then centered on Blitzwing but the Triple Changer just barely avoided the collision. Ignoring him, Optimus Prime roared on toward the rest of the Decepticons. The invaders stopped and turned back toward the oncoming rig and fired on it. The shots only barely grazed the rig, although the red paint faded where it was struck. Still, Optimus Prime didn't slow down but instead sped up. A set of boosters ignited beneath the rig, launching it into the air. Optimus Prime transformed in mid flight, plasma rifle in hand and ready to rain fire down on the hapless Decepticons.

Among the group, Barricade was quick to exclaim, "We're screwed." With that, he transformed and raced away.

Ignoring the cowardly racer, Optimus Prime fired from up above at the Decepticons. Ramjet was the first to taste the sting on Prime's rifle, being blasted in the chest. Thundercracker was wiped out next, then Soundwave and Bombshell. Optimus Prime landed with both feet on the steel ground and fired away the remaining invaders, making quick work of Dirge and Kickback. An explosion briefly distracted Prime, and he soon spotted two dual barreled tanks coming for him. Demolisher and Wreckage fired heavy shots, but Prime had a much larger gun in his arsenal. The giant trailer that made up the bulk of his vehicle mode transformed into its non-sentient, mobile platform mode. As Demolisher and Wreckage advanced, Prime gave to command and the platform fired its main gun. On instinct, Wreckage transformed and dodged the blast. Demolisher wasn't so quick to do the same. The result of the blast literally sheered his tank form in half.

"That was my buddy," exclaimed a distressed Wreckage.

Intent on avenging his fallen friend, Wreckage attempted a cheap shot from afar but Prime beat him to the punch (so to speak.) Seconds later, Wreckage was blasted and sent flying backward across the field. The situation was going so far, so good for Prime. That was until his mobile platform exploded. Prime gazed toward the sky and spotted the massive helicopter form of Blackout. Undaunted, Prime fired on the helicopter, catching it on its underside. Blackout transformed in midair, landing directly across the field from Prime. The hulking Decepticon unleashed the pieces of his vehicle form that made up the rotor blades, which began spinning rapidly in his right arm. Tossing his plasma rifle aside, Optimus Prime activated his energon axe as Blackout charged. Closing the distance between himself and the Autobot leader, Blackout swung his weapon and missed wildly as Prime hopped back. He swung again and missed as Prime parried to the side, and again as Prime ducked beneath. Prime scored a direct slash to Blackout's abdomen, sparks flying from the wound. Blackout tried to strike back but simply couldn't catch the much faster Optimus. It wasn't long before Optimus Prime found a new opening and sliced off Blackout's arm, rotor blades and all and then grabbed hold the Decepticon's head. In one quick move, Optimus cleaved Blackout's head clean off and allowed the body to crumple to the ground. The severed head bounced nearby.

"I'm taking you down, Prime!" shouted the oncoming vehicle form of Barricade.

Optimus Prime readied himself, waiting for the vehicle to reach him. Barricade closed the distance and was mere centimeters from Prime, who had parried to the right. That was the moment for Prime to strike. Swiftly, Prime cut Barricades wheels out from under him. Barricade shrieked, transformed and utterly crashed and burned into a wall. As Prime righted himself, the giant wasp that was Ransack attempted an attack, only to be cut down. With no Decepticon fodder left to challenge him, Optimus Prime refocused his attention to one thing.

"Megatron!" he shouted.

As if waiting in the wings, Megatron appeared on a platform above his sworn enemy. "Prime!"

"This conflict has gone on for too long," Prime said. "It must end now, with the two of us. Here and now; one shall stand, one shall fall!"

"I agree that this must end, but I must ask you, Prime," Megatron said. "Why throw away your life so recklessly?"

"That's a question you should ask yourself, Megatron." Prime stated with determination.

"Poetic, but no," Megatron snarled. "I'll crush you with my bare hands."

No further banter was exchanged between the leaders of two warring factions. Megatron made the first move, leaping from his perch and toward his rival. Optimus Prime braced himself, and then metal crashed onto metal. The rivals tumbled onto die-cast constructed ground, causing an even louder clang. They tumble over each as they rolled across the ground, each of them trying to gain the early upper hand. Megatron won out and mounted Prime and rammed his steel fist into Prime's face mask. Prime endured and turned over so Megatron was underneath him. He delivered his own heavy hit. Megatron turned back and landed another blow, and then picked up Prime by the shoulders and threw him right over his own. Prime was slammed hard into the steel ground but was back up right away. Megatron charged and threw a wild right hook, then a left one and then a roundhouse. Prime caught the kick and as hard as he managed, lifted and threw Megatron clear across the battle field. The momentum sent Megatron flying, and his body slammed into the ground repeatedly before coming to a sudden stop into a wall.

"Getting slow, Megatron!" exclaimed Optimus Prime.

"I've only just begun, Prime!" Megatron said back, and soon he picked up a fallen steel shard.

Optimus Prime failed to see the shard and charged head long at Megatron. Megatron quickly tossed the shard hard enough that it could've broken the sound barrier. It broke something, that being Prime's left side and became embedded into the steel. A level down from that which Prime and Megatron stood, Hotrod spotted the conflict. He could clearly see Megatron readying his fusion cannon. Hastily, he made his way up the nearest stairway. The other Autobots, Kup, Arcee, Breakaway and Springer were too late to stop him.

"Hotrod, what are you doing?" Arcee asked.

"I've gotta help Optimus!" Hotrod shouted back.

"Don't be stupid, lad," Kup tried in vain to reason with Hotrod. "Stay out of it; that's Prime's fight."

Megatron aimed his fusion cannon straight ahead and fired. The fire missed Optimus Prime completely and dissipated into something. Optimus noticed Megatron trying to recover from the recoil and took the moment to strike. Reigniting his energon axe, the image of Blackout falling to it still fresh in his mind, Optimus Prime charged. Megatron aimed again but Optimus had gotten beneath him. One second later, the cannon was severed and one the ground. Optimus then caught Megatron off guard with an extremely strong punch to the face. Megatron was slammed right back into the wall, which was already marked by the depression of his heavy form. Optimus backed away and quick removed the shard, leaving a puncture wound. Megatron saw a chance to strike with Prime caught up with his wound, and found a displaced energon dagger on the ground. He charged immediately and slashed at Prime, missing the first time but striking the second time. The strike was on the energon axe, causing the melee weapon to become useless, though Prime's hand remained intact. Megatron attacked again, this time slashing at the already open wound of Prime's torso. Prime instinctively reached for the wound which was surging with electricity and leaking oil.

"Hurts, doesn't it, Prime?"

Optimus Prime wasn't about to give Megatron the benefit of an answer. Surprisingly, Megatron tossed the dagger aside and morphed his hand into a glowing purple energon mace. The favorite melee weapon of Megatron, as Optimus Prime had come to learn over the centuries. Optimus Prime staggered back as Megatron swung the chained weapon to and fro. Each swing was meant to force Optimus back further and further toward where the steel ground ended. A pitfall awaited behind him, and Optimus knew it. Megatron knew it. He swung his mace directly for Prime's head, which Prime ducked under. He swung again, each time inching Optimus Prime closer to the edge. Then Megatron swung his mace right into the ground, forcing Optimus Prime to hop backward several inches. As he did, his leg slipped over the side, yet he was just barely able to right himself.

Megatron was relishing this, and all he needed was one last, good, clean shot. "What was it you once said at the outset of this war, Prime? _Freedom is the right of all sentient beings,_" Megatron mocked his ages old nemesis. He spun his mace above his head and said, "Well, feel _free _to fall before me!"

_Leave it to you, Megatron, to let your arrogance dictate your next action._ Prime thought, knowing Megatron as well as he did.

Megatron charged head on, as Optimus Prime predicted he would. In a flash, the Autobot leader ducked beneath his Decepticon foe, and surprised him with an energon sword. Megatron didn't expect this, and it cost him. Optimus Prime slashed away, first severely damaging and shorting out the mace, and then slashing at Megatron's upper body. Bits and pieces of die cast steel flew into the air. Optimus Prime then landed as hard and as vicious an uppercut that any Cybertronian, Autobot or Decepticon, living or dead, could manage. The blow landed on Megatron's face, rocking him and throwing him all the way back to level ground. The lack of balance on his part caused Megatron to hit the ground hard. Optimus Prime, ignoring the searing pain of his abdominal wound, charged onward toward the fallen Decepticon leader. From the ground, Megatron tried to trip up Optimus but Optimus rocketed into the air but as he returned to ground, Megatron caught directly with a swift dual kick. The kick met the steel faceplate that had covered Optimus Prime's face for millennia, while also knocking him to the ground. The impact ultimately shattered it, exposing the lower half of Prime's face, scorch marks over the mouth. Not since his days as Orion Pax had his face been fully exposed. Orion Pax. He remembered that life so well. So did the now upright Megatron, seeing as he was responsible for ending that life. Irony became apparent; Megatron destroyed Orion Pax then, and yet was instrumental in creating Optimus Prime, indirectly or not. It was a mistake Megatron intended to rectify right now. He charged and tackled Optimus Prime, yet neither faltered. They entered into a brutal stalemate, a crippling battle of sheer determination. Then it appeared that Megatron would win out, even reaching for Prime's face.

"I'll rip out your optics!" he snarled.

"Not today, Megatron. Not ever!" Optimus Prime snarled back.

With all his might, Optimus Prime drove his knee into Megatron's chassis, and then did the same with his heavy steel fists. Megatron fought back with a series of blows. It was a close quarters battle of wills, with each taking blow after blow but neither faltering. Winning the battle of attrition, Optimus Prime grasped Megatron by his neck and threw him clear across the battle field. Megatron across from Prime, his body scraping across the ground and leaving depressions in his wake before coming to a halt. Optimus Prime sank to a knee, exhausted as was Megatron. Both suffered unimaginable damaged that would've put any lower tiered Cybertronian offline. Regardless, it was Optimus Prime with the advantage. He limped over and recovered his discarded plasma rifle and slowly approached Megatron. Megatron was struggling to rise and caught sight of Prime, half his face scarred from the fall. Prime had his rifle trained on Megatron. One shot was all that was need. Just one shot!

Across from the battlefield, Hotrod watched and waited for his chance to strike. Yet, he had no idea how the battle would unfold in the next several cycles. Nor did he even know how his own actions come into play.

* * *

Author's note: Another chapter done, and the battle ends next chapter. Let me know how I'm doing so far.


	9. One Shall Stand, One Shall Fall

Disclaimer: OOPS! I forget to go over the difference between the movie and the previous chapter. My bad! And for some reason, I imagined Stan Bush playing in the background. "The Touch" is so friggin' cheesy now. In 2010, there are better songs out there. "Hero" by the band Skillet comes to mind. I'm just saying! And of course, I do not own Transformers!

* * *

Chapter VIII

Autobot City  
09:03 hrs.

Megatron could barely move when he took notice of Optimus Prime standing across from him, plasma rifle at the ready. He suddenly took notice of the discarded laser pistol nearby. The very thing he needed, but first…

Throwing his hand up in defense, Megatron said, "No more, Optimus Prime. I am defeated. I can fight no longer. I beg of you, please; grant me mercy."

Optimus Prime cocked his head to a side, utterly appalled that his most sworn enemy would beg for mercy. Starscream maybe, but Megatron? "You've sacked every city of our home world, from Stanix to Polyhex, Kaon to Iacon. You enslaved and killed countless Cybertronians for your own gains and made our own home into a barren shell of its former self. Had there been no war, I would have even considered you a brother. But you've shown time and again that you are without mercy and now, you plead for it," Optimus Prime himself wouldn't have believed himself to be so full of anger, never would've imagined his words to be laced with such resentment. And all the while, he didn't notice Megatron inching ever so closer toward the laser pistol. "I thought you were made of sterner stuff."

Megatron inched closer to the pistol, all the while trying to hide a sly smirk on his face. But then the sound of a motor was heard. Megatron turned toward the sound and saw a bright red vehicle gunning for him. On instinct, Megatron grabbed the pistol just as Hotrod changed shape and tackled him down. Hotrod reached for the pistol, and Megatron in turn reached for Hotrod. All the while, Optimus Prime tried to gain a clear shot.

"Get out of the way, Hotrod." he said.

Too late. Megatron had Hotrod in his grasp and the pistol pointed at his head. "Drop the weapon, or I blow this Autobot's circuits all over this field."

"You'd hide behind a defenseless Autobot, Megatron?" Prime said.

"Why not, Prime? You've hidden behind Alpha Trion all those centuries ago," Megatron said. "Now, disarm yourself before I choose to **disarm** this Autobot." 'Disarm' was a word said with extra emphasis.

"Take… the… shot, Prime." Hotrod urged.

Optimus Prime couldn't take the shot even if he wanted to, not at the cost of one as young as Hotrod. _Primus, forgive me!_ he thought and then lowered his rifle.

Megatron smirked at the favorable turn of event as he pulled the trigger and a purple beam of light and energy shot out. The shot scored a direct hit to Optimus Prime's already damaged torso. Fire, smoke and die cast constructed metal rained out of the body of the Autobot leader. Hotrod watched on helplessly as Megatron fired more shots at Prime. Every single shots was trained on the wound and anywhere else that Prime hadn't been damage and driving him back step by step. To his credit, he was still standing.

"Fall. Fall," Megatron shouted and fired more and more. "I said FALL, DAMN YOU!"

Optimus Prime continued to be hammered and torn apart by repeated shots to his upper body. Yet he still wouldn't fall. In a last ditch effort, he tried to fire back. Maybe he'd hit Megatron. Maybe he'd hit Hotrod. It was impossible to know for certain. All that mattered was the last shot, which came from Megatron. That last shot was finally enough to send Optimus Prime crashing to the ground. Megatron smirked at his success and stood up with Hotrod still in his death grip.

"You will be rewarded in oblivion, Autobot punk." he snarled and then tossed Hotrod aside.

Hotrod was slammed hard again a wall where bits debris fell on him. Incapacitated, he watched as Megatron slowly approached Optimus Prime. _By Primus, what have I done!_

Megatron gave the fallen Autobot youth no further thought. He didn't even care if he tried to attack again. All that mattered in the here and now was Optimus Prime. Optimus Prime, who had been Megatron's greatest enemy and sometimes ally since the beginning, was down on his hands and knee in pain. His entire body sustained extreme damage; armor was sheered off and scorched so badly that it was nearly unrecognizable. Worse still, Optimus Prime could feel his energon reserves dwindling rapidly. Megatron was no worse for wear; his own body was littered with similar scorch marks and he was leaking fluid and his own energon reserves were at dangerously low levels. That didn't stop him from kicking Optimus Prime across his sternum. He followed that with viscous axe handle to the back, and then with another kick to the face. The last move moved Optimus Prime toward the edge of the field, a two story drop waiting for a victim. Megatron glanced at the pitfall, then at Prime and then back at the pitfall. One simple push could end it all. No! Megatron wanted to savor the moment. He wanted to finish Prime personally; face to face. So, he arrogantly stepped in between Prime and the pitfall and aimed the pistol at Prime's head. Then he pulled back and grasped Prime's head so they were truly face to face, optic to optic.

"Where's that fearsome Autobot resolve now," Megatron mockingly asked, to which Prime didn't answer. Megatron threw him down and aimed, ready for the kill. "With you gone, the Deceptions will finally return Cybertron to its former glory; in my image, as it should be. Although I will admit that you and I; we _could_ have been brothers."

"The Autobots… will never surrender to you, Megatron" Prime strenuously declared.

"Even near death, you continue to defy me. Admirable, but pointless. You still fight for the weak and that why you lose," Megatron said. "I would've waited an eternity for this moment. It's over, _brother_."

In a last act of defiance, Optimus Prime simply said, "Never!"

Megatron was amused for a little more than a microsecond and prepared to fire. He pulled the trigger and… nothing. No bright purple light emerged from the gun. Megatron looked incredulously at the gun, astonished beyond belief that it wouldn't fire. Then he saw why; energy in the gun was depleted. Optimus Prime saw this as his chance and with his last ounce of strength, connected with a viscous double axe to Megatron's chest. The blow was so severe, so decisive and so brutal, that it sheered away the Decepticon insignia. Pieces of Megatron fell away from him, and soon Megatron himself ironically fell down into the pitfall. He endured the forthcoming death drop, first slamming onto a second story platform before crashing further down into ground level where he laid unmoving.

Up above, the alternate jet form of Starscream looked down at the crumpled heap of Megatron. _Megatron has fallen. It's about time! _he thought.

Optimus Prime struggled to stand up. He held his torso where the heavy wound remained, from which fluid seemed to stream. The rest of his body was so heavily damaged that he could barely walk. Yet he did, toward the edge of the field. He looked over the edge at the fallen form of Megatron, who still not moved since his plunge. Other Decepticons quickly approached their leader. Soundwave, Slipstream, Astrotrain and Scrapper by the look of it. Optimus Prime thought back to his words to Megatron before the battle; _One shall stand, one shall fall_. On this day, Optimus Prime stood victorious, but soon collapsed to the ground. From the other side of the field, Hotrod rushed to Prime's side.

"Optimus, I'm so sorry," he said. "Please forgive me."

Optimus Prime could say nothing to Hotrod. He reached out to the Autobot youth, which Hotrod interpreted as a need for assistance. Hotrod assisted in helping Prime to his feet as a small convoy of vehicles led by Ultra Magnus approached. Hound and Mirage were among the group along with Blur, Grapple and Tracks. They all assumed robot form and Ultra Magnus was the first to take in the full scope of the damage that Optimus Prime had sustained.

"By Primus," he whispered and turned to Hound. "Hound, radio Perceptor and have him and Wheeljack ready the infirmary."

* * *

"He looks pretty banged up." Frenzy said.

"Wouldn't you, Frenzy," Rumble asked. "He looks like he went ten rounds with a Cybertronian Space Slug."

"They even exist anymore?"

Listening to the exchange of the two Minicons, Slipstream said, "Morons!."

Rumble and Frenzy turned to Slipstream and collectively asked, "What?"

"Enough," said a raspy voice. The voice clearly was that of Starscream as his assumed robot form among his brethren. He looked down at Megatron; something Megatron had done to him for too long. "How do you feel, mighty Megatron," Starscream asked with mock sympathy and casually kicked Megatron. "What a mess!"

"Starscream," Soundwave suddenly said. "Preliminary scans indicate excessive external and internal damage. Likelihood of survival: sub nominal. Recommend fall back procedure and return to Cybertron."

_Blah, blah, blah,_ Starscream thought and turned to Astrotrain. "Astrotrain, transform and get us out of this dump."

"Are you nuts, Starscream," Astrotrain asked. "I was barely able to make the trip to the shuttle when we hit it. I can't carry everyone all the way from here to Cybertron."

Starscream grabbed Astrotrain and said, "Then we'll leave the dead," he said and then turned to Scrapper. "Scrapper, have your team salvage the wounded, but leave the dead to rust."

"And what of Megatron?" Slipstream asked.

Starscream glared at Megatron, who to his surprise was moving. Weakened, Megatron whispered, "Don't leave me here."

_If only_, Starscream thought and turned to Soundwave. "Soundwave, you carry that worthless scrapheap."

Soundwave wasn't much for arguing, and even if he was, arguing with someone like Starscream was the equivalent of having a death wish. But Soundwave was loyal to a fault to Megatron and he wouldn't leave him to die here. He helped Megatron to his feet only for Megatron to collapse. He couldn't walk on his own, which indicated the probability that the fall crippled him. Soundwave elected to carry Megatron to where Astrotrain had just assumed his alternate locomotive form. Rumble and Frenzy followed, collectively carrying Megatron's discarded fusion cannon. Along the way, the Constructicons recovered their wounded while the dead were left to rust. Starscream himself was wounded as he had a noticeable limp in his step. Watching everything transpire, Slipstream was confused by all of this. Considering that she was basically a clone created by Starscream, she knew better that most except for Megatron. She confronted him as he coordinating the evacuation.

"This isn't like you, Starscream," she said. "Why waste your time savaging the wounded?"

"There's a reason for everything, my dear," Starscream explained in a way that suggested that he was up to something. And what else was new with him? Slipstream chose not to press the issue further and accompanied her brethren. After she left, Starscream made contact with the Decepticon gestalts. "Onslaught or Motor Master, do you read me?"

* * *

At Autobot Headquarters, the Combaticon leader Onslaught had taken cover along with his team. "Onslaught here!"

_"This is Starscream. I'm ordering an immediate fall back. Get to the Space Bridge and return to Cybertron."_

Onslaught, who had never liked Starscream even though he created the Combaticons, said, "We can still win this, Starscream. Where's Megatron anyway?"

_"Megatron has fallen, for real this time,"_ Starscream said, and this time he wasn't lying. _"I'm taking command and I am __**ordering **__you to fall back. Return to Cybertron via the Space Bridge and meet with Shockwave. Starscream out!"_

"I hate that guy." said Swindle.

Across the landscape, Omega Supreme fired away at the pinned down the combiner teams. Skyfire and Silverbolt led the Arielbots in attacking from above, while the Protectobots tended to the wounded inside the base. But soon, the Combaticons and Stunticons were making their getaway. This didn't stop the Aerialbots from chasing after the unusual assortment of vehicles. The airborne Autobots fired away and managed to strike several of the Decepticons cars, among them Wild Rider, Dead End, Swindle, Blast Off and even Motor Master. Onslaught and Brawl fired back to buy some for their comrades. Vortex created a whirlwind to throw their attackers. Fireflight and Slingshot were caught right away, but the hulking figure of Omega Supreme made his presence known yet again. Sunstreaker and Sideswipe joined their brethren until the counterattack was enough to finally drive off the combiner teams. The Autobots ceased fire and Skyfire and Silverbolt assumed robot form, landing beside Sunstreaker and Sideswipe.

"We did it, we beat them." Sideswipe declared triumphantly.

"It's not over yet, Sideswipe," Skyfire said. "They might still need help in the city."

"Agreed," Silverbolt added. "I'll take my team and see if we can provide air support. Sideswipe and Sunstreaker, you stay here with Omega Supreme and the Protectobots."

"I'm coming with you, Silverbolt," Skyfire said. "I might be able to help."

"The more, the merrier," Silverbolt said and then assumed alt form. "Kick up those afterburners, Aerialbots. We've gotta get to the city fast."

Skyfire transformed as did the other Aerialbots. "It going to be a long flight, Silverbolt. Think you can handle it?"

"We've got bigger concerns than my acrophobia, Skyfire," Silverbolt said. "Let's just get to the city. Double time, Aerialbots!"

* * *

The Decepticons were beating a hasty retreat thanks to Optimus Prime's timely intervention. The remaining Autobots fired their foes as they attempted to recover their wounded soldiers. Indeed, most of the Decepticons were wounded while others had gone totally offline altogether. Starscream coordinated the evacuation of the Decepticon forces, directing the invaders into the waiting locomotive form of Astrotrain. On the Autobot's side, Kup and Springer led the counterattack. Arcee, Breakaway, Pipes and Tracks accompanied them in the attack. Some Decepticons returned fire to cover the escapees as they entered the train. It was mainly the Constructicons carrying the wounded. Soon, most of the survivors were inside as Slipstream entered, followed by Soundwave carrying the severely injured Megatron and finally by Starscream. The equally damaged Wreckage and Barricade were the last to reach Astrotrain before the hatch closed behind them. Slipstream noticed something in Barricade's arm, which turned out to be Blackout's severed head.

"What are you doing with Blackout's head, Barricade?" she asked.

"Um…it's a… um? A souvenir?" Barricade said in a feeble excuse.

Slipstream was clearly appalled. "You're an idiot."

"Enough, both of you," Starscream bellowed. "Astrotrain, take off now."

Outside, the Autobots continued firing as Astrotrain started charging away toward the edge of the city. Halfway, Astrotrain ignited his rear thrusters and picked up speed until he reached the edge and then assumed shuttle mode. This didn't the Autobots from firing on the escaping shuttle as it ascended into the sky. A heavy boom was heard from the distance. The Aerialbots arrived on the scene quickly, in which Skyfire led Air Raid and Skydive in following Astrotrain toward the atmosphere. But while Skyfire was capable of interstellar flight, the two Aerialbots were not.

"Skydive, Air Raid, pull back. You can't make the trip." he said.

"But we can catch 'em, Skyfire!" Air Raid insisted.

"They need you in the city," Skyfire said. "I'll follow and make certain that Astrotrain has left the planet."

"You have all the fun." Skydive said before he and Air Raid pulled away.

Skyfire kicked up his afterburners and followed the escaping shuttle into the atmosphere. But Astrotrain had detected his Autobot pursuer and increased his ascent. Skyfire was persistent in every sense of the word. Starscream knew that well; well enough to insure the Decepticon's escape. A side hatch opened and Starscream and Slipstream appeared. They fired on Skyfire, who dodged back and forth while maintaining pursuit. Skyfire fired back and missed Astrotrain's left wing. Starscream and Slipstream fired back, and this time Slipstream struck Skyfire's right wing. Skyfire kept going until Starscream struck his underside. Still, Skyfire tried to follow but he was forced to pull back.

_ "Skyfire, do you read me!" _Ultra Magnus called in from the city.

"I've been hit, Ultra Magnus." Skyfire said.

_"Get back to the city, Skyfire. You can't do anymore up there," _Ultra Magnus said._ "Let them go!"_

"Understood," Skyfire sighed. "How is it down below? Is everyone alright?"

* * *

Back down in the ruined city, Ultra Magnus fell silent and looked over to the mangled husk of Optimus Prime. Hotrod and Arcee knelt beside the fallen hero. Ultra Magnus finally and solemnly said, "Almost everyone!"

* * *

It continued to watch and study the events on Earth. It watched as the Decepticons made their escape, and as Optimus Prime struggled to cling to life. It would wait for the time to act. That time was fast approaching, and every living thing in the universe would tremble before the Chaos Bringer. All would tremble before Unicron. But first, a herald was required...

**"Come to me, Megatron."**

* * *

Author's note: Like we all didn't see that coming! Thanks for nothing, Hotrod. At least the combiner teams, Skyfire and Omega Supreme appeared throughout the past several chapters. Plus, the Optimus/Megatron battle was extra brutal.

Anyway, let me know what you think.


	10. One With the Matrix

Disclaimer: Well, here's the next chapter of my retelling, I guess we should call it that now. Still, as per usual, I don't the rights to Transformers.

* * *

Chapter IX

Oregon Mountains  
11:26 hrs.

"Silverbolt to Ultra Magnus, we've located the shuttle crash site."

The Aerialbots were airborne among the mountains, half a mile from the city. That was where the formerly hijacked shuttle crashed. Ultra Magnus soon responded, _"Copy that, Silverbolt. Hotspot's headed your way with Blades and First Aid. Keep us posted on whatever you find."

* * *

_

Autobot City was mostly silent following the siege by the Decepticons. That wasn't to say all was well. Ultra Magnus knew that. That was why he was coordinating the recovery efforts. That was why the Aerialbots were investigating the shuttle wreck. With any luck, apparently a common theme these days, the Decepticons wouldn't attempt a second siege any time soon. That was the hope, Magnus thought. The Autobots simply couldn't afford to endure another assault. Especially with Optimus Prime currently…

_"Magnus!"_ Silverbolt called in.

"What is it, Silverbolt?" Magnus said.

_"Is Skyfire fit to help us with the search?" _Silverbolt asked.

Ultra Magnus fell silent for a few moments and then said, "From what Wheeljack told me, Skyfire sustained worse damage than was originally feared."

_"What about Optimus?"_ Silverbolt asked.

Again, Ultra Magnus fell silent, longer this time. The damage to Skyfire was bad. The damage to the city was bad. But Optimus Prime. When he saw the damage done to Optimus after the brawl with Megatron, Ultra Magnus didn't know any way to describe it. How did one accurately describe such excessively heavy damage? And how would Magnus be able to explain away something that happened to one of his oldest friends? Soon Magnus returned to reality when he realized that Silverbolt was waiting on an answer.

"Kup and Perceptor are assessing Prime's condition as we speak," Ultra Magnus said. "When we know, you'll know."

_"Understood! Silverbolt out!"_

With that, Ultra Magnus ended his long distance communication with the Aerialbot leader. Now came the more emotionally taxing part; coordinating the recovery effort of the city. Many Autobots were killed during the siege. Many Decepticons too. Autobot casualties however seemed to outnumber those of the Decepticons. Ultra Magnus felt his Spark sink at the reality of it all. A lot of the fallen Autobots were his friends; Optimus Prime included and Optimus was hanging on to life by the proverbial threat. So went the human term, Magnus thought. He assumed vehicle form and rumbled throughout the ruined city. Ultra Magnus opted to meet up with Springer at the northeastern plaza, where the siege initially started. The terrain between the plaza and Magnus's current position was moderately mangled; the street remained intact for the most part but was no less treacherous even before the attack. The price one pays for assuming the form of a car transport, Ultra Magnus thought. Soon enough, he located Springer with Blur and Breakaway. And a number of bodies belonging to dead Autobots. Magnus reassumed robot form and only then did he take in the full, harrowing view of lost Autobot brethren. He recognized each and every one of them; Red Alert, Warpath, Inferno, Powerglide, Windcharger, Smokescreen and Huffer. Who knew how many more Autobots lost their lives. That was what Springer thought when he saw Ultra Magnus approaching.

"Springer," Ultra Magnus said. "Is this the full body count, or just the tip of the iceberg?"

Springer sighed, "I vote tip of the iceberg. All ready got confirmation of a couple deaths at Headquarters; Trailbreaker and Beachcomber."

"Silverbolt and company just located the hijacked shuttle, so chances are we're going to hear more names on the list." Ultra Magnus said.

"I can't wait." Springer sarcastically said.

"Dead-Autobots-in-the city. Dead-Autobots-at-Headquarters. Dead-Autobots-in-crashed-shuttle. Dead-Autobots-everywhere. I-can't-take-it. I-think-I'm-gonna-go-into-stasis-lock."

"Blur, Blur, relax," Ultra Magnus said, his tone sharp enough to calm Blur down. "Go help Blaster. He's still trying to reestablish communication with Moon Base One."

"Yeah-yeah-sure. I-can-do-that," Blur said in his usually, hyperactive speech. "Anything-to-get-away-from-the-dead-bots." With that, Blur assumed vehicle form and raced off.

Breakaway watched Blur leave, sneering. Not because of some form of cowardice on Blur's part, but because he now wanted payback against the Decepticons. For himself and for his brethren. Breakaway was the youngest among the group of survivors and as such, was often impetuous and reckless. Ultra Magnus saw much of this nature in the suddenly wayward Hotrod, who hadn't been seen since the end of the siege. Arcee and Daniel were searching the city for him. Ultra Magnus returned his thoughts to Breakaway, who was now adjusting his rifle.

"Why'd we let the Decepticons get away," Breakaway asked. "We should've went after them, make 'em regret ever attacking the city."

"That wouldn't be a smart move, Breakaway," Springer said, "Even if we did, the Decepticons would still outnumber us even with the losses they've taken."

"Exactly why we should strike back now, Springer," Breakaway persisted. "Megatron's one of the 'cons bashed half to death. I say we return the favor right now."

"That enough, both of you," Ultra Magnus said. "Until we get the final say on Prime's condition, I'm in charge and my opinion is the one that matters. We're not to risk any kind of counterattack until further notice. Is that clear?"

"But Ultra Magnus…" Breakaway started to say.

"Is that clear, Breakaway?" Ultra Magnus repeated with extra intensity.

Breakaway finally went silent but his gaze remained fixed on Ultra Magnus. That faltered soon enough. "Yes sir!"

* * *

Arcee rolled through the hallowed halls of the city's inner structure. Daniel sat in the driver's seat and feigned the image of driving the pink and while car. Their search was for Hotrod, but they could see several Autobots tending to the wounded or salvaging the stasis locked. Grapple, Hoist and Pipes were the most prominent figures and the Protectobots, Groove and Streetwise assisted in the effort. The quintet of Autobots noticed Arcee and just as quickly made note of Daniel in the driver's seat. The sight was amusing, considering Daniel was only fifteen; a year off from attempting to get his Driver's License. Still, the sight lightened the mood, if only for so long anyway. So Arcee rolled onward with Daniel in search of Hotrod. Arcee herself was greatly concerned. She saw the state of Hotrod, the look in his optics as he cradled the husk of Optimus Prime in his arms. It was a look of despair combined with anger, directed at both the Decepticons and himself.

"Arcee," said Daniel. "You okay?"

"Honestly, I'm worried about Hotrod," Arcee said. "I think he feels responsible for Prime's condition, and now he doesn't want to face the consequences of his actions."

"Can't say that I blame him," Daniel said. "Maybe he drove back up to the mountains."

"Maybe, but I want see if he's still in the city first." Arcee said, with a concern in her tone that Daniel noticed right away.

"You really are worried about him, aren't you?"

Arcee slowed to a stop and said, "Of course. Why wouldn't I be?"

"I'm just saying." Daniel tried to finish the conversation.

It worked. Arcee continued on through the infrastructure of the ruined city. Twenty minutes passed. Hotrod was here somewhere. Arcee knew it, because she cared about Hotrod more than she'd let on. Daniel might've known it too, and to his credit he didn't press the issue. But then he saw movement inside a brightly lit room. On instinct, Daniel slammed down on the brakes and Arcee jerked to a stop. Daniel hopped out of the car and allowed Arcee to assume robot form. Silently, they peered into the room and sure enough, Hotrod was there. He was seated at Optimus Prime's bedside, his hands clasped together and deep in thought. Kup was standing not far from Hotrod at a console, and Perceptor was in alt-form assessing the damage. Daniel entered the infirmary, followed by Arcee.

"Hey buddy! We were looking for you." Daniel said while trying to cheer up Hotrod.

Without looking at the tiny human, Hotrod said, "You found me."

Arcee saw how badly damaged Prime was and asked Kup, "How is Optimus doing, Kup?"

Kup sighed and turned to Arcee, "I ain't a doctor by any stretch of the imagination, Arcee, but it's pretty bad. Listen, you kids go find something to do. Perceptor and I can take it from here. We'll let you know if anything changes."

Hotrod wasn't listening. Instead he inched closer to Optimus Prime and took his hand in his own. "Prime, I…" before he could finish, Kup rested his hand on Hotrod's shoulder.

"You should go now, lad." he said.

Hotrod couldn't bring himself to argue further. He stood up and walked passed Arcee and out the passageway. Arcee and Daniel followed. As soon as they were in the hall, Hotrod slammed his fist into the wall. This action left a dent, as if there weren't enough dents and scorch marks around the city already. It did project a deafening sound that alerted anyone close enough to hear. Arcee and Daniel most certainly heard. Then Hotrod hit the wall again, this time harder. And again. And again. And again. Finally, Hotrod slammed both fists into the dent and left a considerably large depression, and then Hotrod sank his knees. Arcee simply stood by; Daniel hid behind her. Better to let him vent, Arcee reasoned.

"It's my fault!" Hotrod finally said.

Arcee tried to reason with Hotrod. "It's not your fault, Hotrod."

"Yes it is, Arcee," Hotrod said as he touched the Autobot insignia in his chassis. "I've got no right to call myself an Autobot. No right!"

And suddenly, Arcee was unsure of what else to say.

* * *

The Aerialbots rummaged through the wreckage of the crashed shuttle which the Decepticons hijacked only a day prior. As to be expected, it was a mess in and around. Broken glass from the view ports and monitors littered the floor. Scorch marks appeared in places that it was likely to assume that Devastator didn't have places. The most harrowing of it all; the remains of the dead Autobot crew. Most, if not, all of them were nearly unrecognizable, indistinguishable. Bits and pieces of them were strewn all over. Fireflight realized this when he found a large chunk of red and/or faded armor. He'd recognize it anywhere.

"Man, I think this was Ironhide." he said.

From across the cockpit, Air Raid said, "I think this was, too," Apparently, Air Raid found another piece of the now deceased Ironhide. "Silverbolt, I think this is a lost cause, and it making me sick me afterburners."

"I don't like to agree to agree with you, Air Raid, but you may be right," Silverbolt said. "Let's make another sweep for survivors and then we'll…"

Before Silverbolt, Sky Dive called out, "Silverbolt, we've got a survivor here."

"That was fast!" Air Raid joked.

Silverbolt rushed to where Sky Dive and Slingshot were searching. There was movement under some debris and the Aerialbots worked fast to remove it. A steel hand reached out and Silverbolt caught it. Despite the heavy scorch mark and twisted metal, there was no mistaking that it was none other than Brawn. Silverbolt pulled Brawn out as hard as he could without injuring him further, and soon Sky Dive helped. Brawn was obviously badly damage around the shoulder and burned, but alive.

"Radio Hotspot! Tell him we need immediate evac," Silverbolt said and turned to his wounded brethren. "Hold on, Brawn. We're going to get you out of here."

Brawn was coughing up oil but was able to smile. "Dammit to the Pit! I never thought I'd be happy see your ugly face, Silverbolt."

Silverbolt chuckled, "Yeah, keep talking Brawn!"

* * *

Minutes later back at Autobot City, Ultra Magnus stormed through the halls toward the infirmary. "Ultra Magnus to Blaster, what's the status of our communications?"

_"Happy to say it loud and proud; communications with the Moon Bases is back up, even though it's a bit garbled. I also got confirmation from Silverbolt about a survivor from the shuttle crash site. He says it's Brawn."_ Blaster said from the tower.

"The first bit of good news I've heard all morning," Ultra Magnus said. "Anything else, Blaster?"

_"The Moon Base crews wanna know the current status of Optimus. What should I tell them?" _Blaster said.

"Tell them to stand by," Ultra Magnus said moments before he reached the infirmary. Kup was still monitoring Prime's life signs, while Hotrod, Arcee, Daniel and Perceptor stood around his bedside, heads lowered. "Perceptor?" Ultra Magnus said.

Breakaway and Springer entered the infirmary as Perceptor looked solemnly at Ultra Magnus. "I'm sorry, Ultra Magnus, but I'm afraid the wounds are fatal."

Fatal. That was the last thing Ultra Magnus; the last thing anyone wanted to hear. "He can't die like this," Daniel said. "Prime, you can't die."

Hotrod could attest to what Daniel was saying as he leaned over Optimus Prime. "Optimus, I… there's nothing I could possibly say to make this right. I'd give my Spark to change what I've done. I'm so, so sorry."

For the time since the battle with Megatron, Optimus Prime spoke. "Hotrod… you have nothing for which to apologize. Had the rolls been reversed, I'd have done the same. In the end, you've done the right thing."

"It doesn't feel like the right thing." Hotrod muttered quiet enough so only Optimus could hear.

"My time has short," Optimus Prime said weakly. "Do not grieve for me my friends, for soon, I shall become one with the Matrix of Leadership," There was confusion among the gathered Autobots as Optimus continued. "The last piece of the core of Cybertron, and the very essence of Primus himself; this I pass on to you, Ultra Magnus as it was passed on to me."

Ultra Magnus stepped forward and took Prime's hand in his own. "Optimus, I can't accept such a heavy burden of leadership. I'm only a soldier and I'm not worthy of carrying this responsibility."

With the loss of his faceplate, Optimus Prime smiled weakly, which was the first time anyone had clearly seen such a gesture. "Nor was I worthy at first, my friend; my brother. But there will come a time when one Autobot will rise to claim the Matrix and use it to light our darkest hour and finally mark the end of the Great War."

Ultra Magnus was too silent to say a word, as were the other Autobots. Weakly, Optimus Prime reached to his chest. Every movement was in itself an agonizing struggle just to keep his arms from shaking. In time though, the fallen hero's chest was opened. First, two panels that made the up the image of Prime alt mode swayed to either side, and then a single panel swayed straight up. Then came the most blindingly beautiful ray of light that any Transformer, be it Autobot or Decepticon or anything in between, beheld. The Autobots in attendance had to shield their optic from the light before it receded. Soon the Matrix of Leadership was full view; a radiant blue jewel within a golden, spherical exterior. The golden exterior was scored with ancient runic script, impossible to decipher yet it was likely to date all the way back to the Thirteen Original Primes.

"By the name of Primus himself." Kup whispered.

Having not heard Kup, Ultra Magnus stepped forward as Prime reached for the Matrix. "Optimus I beg of you; don't leave us."

Optimus Prime heeded Ultra Magnus not as he attempted to pass the Matrix. "May Primus watch over you all, come the day… 'Til all are one."

And then the Matrix fell from Prime's hands. Ultra Magnus instinctively moved to grab it, as did Kup and Arcee and Hotrod. In the end, the Matrix was resting within the un-waiting, un-wanting hands of Hotrod. The first thing Hotrod expected to happen was for the entire city to explode, and then Earth and then for the shockwave to travel all the way to Cybertron. Nothing came of that scenario. Only a minor yet beautiful gleam of light shown from the blue jewel of Matrix. It was almost mesmerizing to Hotrod but he ultimately relinquished the Matrix to Ultra Magnus. Ultra Magnus, who was understandably reluctant to take up the mantle of leadership, took the Matrix. It blue glow never ceased for more than a nanosecond. Ultra Magnus opened a compartment in his chest in which to keep the Matrix, but his gaze first rested on Optimus Prime. Ultra Magnus soon placed the Matrix inside the compartment and it closed. And yet, it felt like he was stealing the Matrix from his friend; his brother. Then all in attendance gathered around Optimus Prime as his blue optics rapidly flickered and began to slow in frequency. From his point of view, Optimus Prime could only barely see those around him, and as he began to fade away, a voice was heard from within.

_"It is time to come home, Optimus Prime." _the voice said, intimidating yet soothing.

Optimus Prime felt at peace at last, as the voice seemed familiar to him. _"Primus!"_

And then there was nothing. Optimus Prime's optics flickered for the final time and finally dimmed completely. The mourners gathered closer and each had a different but no less Spark diminishing expression. Hotrod held Arcee close, where as Arcee would turn her face away. Kup saluted his fallen leader as any veteran soldier would do. Springer, Perceptor and Breakaway exchanged glances of harrowing silence and said nothing. Of all of them, Daniel finally broke into tears but tried to hide it. Ultra Magnus stepped back to let his brethren mourn and pressed his finger to the side of his head.

"Blaster, send a message to the Moon Bases," he said solemnly. "Tell them…" he suddenly stalled.

_"Tell 'em what," _Blaster asked._ "What's happening down there, Magnus?"_

"Tell them… Optimus Prime has been lost." Ultra Magnus said and as he turned back around, he watched as Optimus Prime's body became gray as ash. Indeed it was; the Autobots' greatest hero was dead.

* * *

Watching from deep space, Unicron studied, recorded and analyzed all that had transpired on Earth. Within the hulking superstructure, millions of individual monitors lined that which was likely the Chaos Bringer's core. They played back the same image from different angles, the now deceased Optimus Prime passing the Matrix of Leadership to Ultra Magnus. This development was most distressing, but Unicron remained reserved. The time was fast approaching, as was the arrival of his herald. And that herald, Unicron was certain of this, would do his bidding. Whether he liked it or not.

* * *

Author's note: To be perfectly honest, I felt pretty saddened as I was writing this. Had to be done though. This whole chapter was all about the passing of Optimus Prime but I didn't want to go directly into that scene. Hence the scene with the Aerialbots arriving at the crashed shuttle. I also have plans for Skyfire, since he never technically appeared in Season 3. I won't get into the details as of yet but you're more than welcome to speculate.

Let me know how I'm going so far and I'll be back with more. See Ya!


	11. I Am Unicron

Disclaimer: Big THANK YOU to Starfire201 for your support so far. On an interesting tidbit, I imagined Unicron resembling the Narada ship from Star Trek. I really did think it'd be kind of cool, but that's just me.

Anyway, I think the past disclaimers speak for themselves, so I'll just skip into the next chapter.

* * *

Chapter X

Deep Space  
Location Unknown

Astrotrain struggled to maintain a level flight path to Cybertron. The added weight of the Decepticon troops within his hull didn't help matters. Worse still, the long trip was siphoning fuel. The price one pays when Starscream is in charge, Astrotrain thought. Inside, the Decepticons were busy doing Primus knows what to pass the time before they'd reach Cybertron. If they reach Cybertron! Slipstream was hoping to get planet side sooner rather later, because Barricade was sitting across from her playing with Blackout's severed head. Barricade juggled the head between his hands, and it was slowly driving Slipstream crazy.

"That's really starting to get on my nerves, Barricade." she said.

Barricade stopped his juggling act and asked, "What's wrong, Slipstream? Aren't you enjoying the show?"

"No!" Slipstream deadpanned.

"Okay be honest; you think this thing will make a good doorstop? Or maybe an ashtray," When Slipstream provided no answer, Barricade took it a step further. "Okay, let's ask Blackout."

By that point, Slipstream began to think that Barricade was a circuit board short of a full system. _What's this moron doing?_

Barricade slipped his hand into the head and started moving the jaw piece, as if Blackout was alive and speaking. "Hey Blackout, you think Mrs. Starscream should lighten up?"

_Oh, he __didn't__ just say that! _Slipstream thought.

And then Barricade began simulating Blackout's voice, and doing a poor job at it. "Uh, yep, yep Mr. B. Cade! I think Mrs. Starscream is all sad and stuff. Oh, please be happy, Mrs. Starscream. Pretty please!"

Slipstream finally had had enough and fired her arm mounted Null Ray directly at the head. Blackout's head. The head was obliterated, fiery pieces scattering all over the deck. The blasted shocked Barricade to the point of him screeching like a femme bot. He came out unscathed but his pride was definitely hurt.

"What was that for?" he asked.

"Your own self-preservation," Slipstream said. "Do it again and I'll blow off **your **head next."

"Do it anyway, Slipstream," Wreckage said. "You'd be doing everyone a favor."

"Thanks for nothing, Wreckage. I was just trying to have some fun." Barricade said in defense.

Far off in the shuttle cockpit, Starscream overheard the commotion."Idiot." he muttered in regards to Barricade's antic.

Then Astrotrain said, "Starscream, there's a problem."

"What problem, Astrotrain?"

"I'm running low on fuel and my energon reserves are dwindling," Astrotrain said. "At this rate, I won't make it passed the Moon Bases let alone Cybertron's atmosphere."

Starscream sighed and turned to Soundwave and asked, "Soundwave, is this accurate?"

"Fuel reserves have dropped to 33.2 percent. Energon down to 21.9 percent," Soundwave monotonously said. "Likelihood of return to Cybertronian Space: sub-moderate."

"Any suggestions?" Starscream queried in frustration.

"I might make the full trip if we jettison some excess weight." Astrotrain said.

By that he meant dead weight, Starscream quickly realized. Nice to know he had at least Decepticon on his side. And there were a great many Decepticons heavily damaged after the siege, Megatron included. The timing couldn't be better. Starscream felt a sly smile creep onto his face. This was it; this was his chance to do away with Megatron once and for all. Two-faced usurper or ultimate opportunist? How about both, Starscream thought as he stood tall among the considerably dwindled ranks of the Decepticons.

"My brethren who fight in the name of the Decepticons," he said. "It's come to my attention that Astrotrain has made a request to lighten our burden."

"Lighten our burden," Blitzwing said. "What the Pit are you talking about, Starscream?"

"I think he means 'Survival of the Fittest.' I'm game." said Scavenger of the Constructicons.

"As I was saying," Starscream snapped. "To accommodate Astrotrain I suggest we put it to a vote: All in favor of dumping our wounded into the vacuum of space."

Suddenly the Decepticons deliberated among themselves, and then the mostly healthy and hearty collectively announced, "Aye!" Only Slipstream and Soundwave remained silent.

"Hmm, and all opposed?" Starscream asked.

As expected, it was the wounded and stasis lock approaching Decepticons that weakly announced, "Nay!" The only one of the wounded not to speak was Megatron himself.

"In that case, the ayes have it. Send these piles of scrap into the abyss." Starscream said.

Like a pack of rabid cyber dogs, the healthy Decepticons went to work on the wounded. There was a brief tussle in which the wounded still showed that they had some fight left. But it was all nothing. Starscream opened a starboard hatch as the Decepticons pushed and shoved their wounded brethren toward the opening. One by one, they were sucked into the empty void of space, among them; Thundercracker, Skywarp, Ramjet, Kickback, Bombshell and Shrapnel. Starscream watched with a sick smile and then turned his gaze to Megatron. Oh, how he'd been waiting for this moment. Starscream sauntered over to the fallen Decepticon leader and knelt down right in front of him, his smile widening with each passing second. Megatron didn't appear to be aware of the Air Commander's proximity, and Starscream assumed that he'd gone offline.

"Aw, poor, poor mighty Megatron. We hardly knew you." And then Starscream felt Megatron's hand around his throat.

"I still function, you fool!" Megatron said weakly, but he could feel his grip weakening.

So could Starscream as he pulled Megatron's hand away with little effort. "Perhaps you've still a little fight left in you, Megatron. Too bad you're no longer fit to lead."

Starscream, the opportunity of a lifetime staring at him, displayed a sudden strength as he picked Megatron up by his arm and then threw him across the deck. Megatron tried to rise up only to be kicked violently in his side and closer to the open hatch. Still, Megatron sought to fight and raised his fusion cannon. Nothing happened. Starscream was having a field day with this and kicked Megatron closer toward the hatch. Had Megatron been healthy, it would've been a completely different story. Not this time. Starscream continued to pummel Megatron ever closer to the waiting vacuum of space but then Slipstream stepped between them, arm crossed and her face sneering at Starscream.

"You really think that's necessary, Starscream?" she ask.

"I don't recall asking for your opinion. Times are changes now. You can fall in line or step aside, Slipstream, but don't get in my way." Starscream said.

All the while, Megatron tried to move until he caught sight of Soundwave. "Soundwave, help me. I command you," For the first time, Soundwave didn't move. "Soundwave!"

"Apologies, Megatron! The long term goals of the Decepticon ranks supersede the needs of an individual," he said to Megatron's shock. "I can no longer assist you."

The final insult a warrior could suffer was to be ignored. And Megatron was ultimately ignored by his most loyal, Soundwave. He didn't have the time to lament as Starscream kicked him even harder toward the waiting black void. Megatron was drawn into the vacuum but held fast to the edge of the hatch. Starscream stood over him, smiling. Megatron glared back menacingly at his treacherous subordinate.

"You know, Megatron," Starscream said. "It actually pains me to do this."

Megatron could feel his grip weakening. "You will suffer for this, Starscream. Be certain of that."

"Want a bet," Starscream said before jamming his foot onto Megatron's hands. This loosened his grip until one hand was loose, and Megatron was holding on by the other hand. "I believe the human term is," Starscream finally delivered a final stomp and Megatron was pulled out into space. "Sucks to be you!"

Megatron could be heard screaming the name of the Air Commander, and then it faded as he disappeared into the void. Starscream callously waved goodbye before closing the hatch. He sauntered among the remaining Decepticons, even arrogantly dusting off his hands. He looked around the deck at Decepticons that still functioned; the Constructicons, Blitzwing, Soundwave, Barricade, Wreckage and Slipstream, Dirge and Thrust as the remaining Seekers along with Starscream himself. Only one thing remained that needed to be done.

"Well, seeing as Megatron is now dearly departed, it's time to establish a new leader. And I nominate myself," Before Starscream continued, his armed up his Null Rays. This affectively quelled any naysayers. "Any questions?"

Most if not all of the Decepticons kept quiet out of self preservation save one; Slipstream. She strolled passed Starscream and then stopped, arms still folded. "For your sake, you'd better hope Megatron stays offline."

"Planning for the future, Slipstream," Starscream queried. "A mutiny perhaps?"

"Why not," Slipstream said. "You did create me after all. You might come to regret that one day."

"We'll see, my dear Slipstream," Starscream said. He would take her word for it, and he have to watch his back. For now anyway. "We'll see."

* * *

_"You sure 'bout this, Ultra Magnus?"_ Jazz asked from Moon Base One.

"Jazz, I wish I was lying to you right now." Ultra Magnus said from Autobot City.

_"I wish you were lying about it too, Magnus,"_ Cliffjumper said. _"I doubt we're going to enjoy the next few solar cycles to come."_

_"What'cha want us to do in the meantime?" _Jazz asked.

"Just keep your optics opened and you audio receivers to the ground for anything out of the ordinary. Ultra Magnus out."

Before Magnus cut the transmission, Spike called in from Moon Base Two. "Magnus, Spike here. Carly and I need to know if Daniel's safe."

"Daniel is safe and sound down here. You've got my word on that," Ultra Magnus said. "We'll keep him just the same."

"Thank you, Magnus, we appreciate it," Carly said. "And about Optimus… If anyone should lead the Autobots in his place, I'm glad it's you."

"Not too thrilled about it, Carly, but thanks for the bode of confidence. Magnus out." Ultra Magnus cut the transmission and soon after, Hound approached him.

"Magnus, you're needed in the infirmary," Hound said. "Our sole shuttle survivor wants to see you."

* * *

"OW! Careful with that thing, First Aid," Brawn shouted. "I was shot half to the Pit, you know!"

"Oh, don't be a Sparkling, Brawn," First Aid said. "I barely touched a circuit."

"Gimme that thing you're using and I'll show you a Sparking." Brawn said.

"Still acting tough, huh Brawn?" a new voice said.

Brawn looked toward the source and found Ultra Magnus. "Someone's gotta be the tough guy around here. OW!"

Ultra Magnus shook his head and turned to First Aid. "What's the damage, doctor?"

"Brawn's suffered extensive damage to the left shoulder and midsection," First Aid explained. "He's lucky to have survived the crash but there's no way he'll be able to transform. He most certainly isn't fit to fight any battles."

"I'm as fit as I've ever been," Brawn said and hopped off the table, only to collapse to his knees. "Almost!"

"I'd listen to First Aid, Brawn," Magnus pointed out. "With Ratchet offline, he'll be taking over as our Chief Medical Officer. So don't get any ideas."

Brawn knew he was beaten and stood up. "Well I guess I'm due for a debriefing. Where's Optimus," Ultra Magnus and First Aid fell silent, and Brawn quickly got the picture. "Oh, by Primus."

"Yeah! As of this morning, I've assumed command of the Autobots," Ultra Magnus said. "Not that I'm excited about it."

"So what now?" Brawn asked, and Magnus was silent once more.

* * *

Darkness had steadily taken the wounded Decepticons. As they drifted aimlessly through space, they went offline one by one. Only Megatron remained active, his iron forged will to survive surpassed only by his desire for revenge against Starscream. A desire that, sadly, may not come to fruition. Or so Megatron might have believed. He could swear that he heard his name being whispered. Perhaps the voices of Transformers long dead come to claim another. No! Megatron wasn't ready to go offline, but he felt himself being pulled toward something. Something grand, something big. Impossibly big. Bigger than Megatron. Bigger than the biggest Transformers he'd known. There were only two of them; Omega Supreme and the legendary Trypticon. His optics caught sight of a light and then he felt solid steel upon his fingertips. Could it be that Megatron had somehow found his way back home to Cybertron? Not so, for the whisper he'd heard earlier became deep and commanding.

**"I've been waiting for you, Megatron."** the voice said.

Megatron tried to center his vision on the source of the voice, which seemed to come from everywhere. "Who… are you?"

**"As Primus served as the beginning of the Cybertronian race, I serve as the end of all things," **the voice said cryptically. **"I bring widespread chaos to the universe and do so until all that remains is the void."**

"Speak sense or not at all," Megatron demanded. "Who are you?"

A white light shown directly in front of Megatron and the voice announced, **"I am Unicron!"**

It was all Megatron could do to keep from laughing, although a small chuckled escaped into the nothingness. "You think me a fool? You speak the name of a myth that existed only within the long forgotten Hall of Records deep within Iacon."

**"And yet, you claim the name of the one who long ago betrayed the Thirteen Primes,"** Unicron retorted. **"The one who, by their decree, would forever be known only the Fallen. I know more than you can fathom, Megatron, but I have need of your services."**

Megatron glowered at the white light. "State your business then."

**"I seek but one thing; to consume all in my path until nothing remains. All that stands in my way is the last essence of Primus, my most hated enemy; the Matrix of Leadership," **Megatron had heard of such a thing but never believed it existed as Unicron continued. **"You are to seek it out and bring to me, or destroy it. It is guarded by he who leads the Autobots."**

"If you really _are_ Unicron and know as much as you claim, then you know that I crushed Optimus Prime with my bare hands. Both he and this co called Matrix of Leadership are dead," Megatron said. "So in essence, you're just wasting your time. And mine."

**"Optimus Prime is dead, yes. But the Matrix yet remains,"** Unicron said almost matter-of-factly. **"It now rests in the unsteady hands of the Autobot called Ultra Magnus. Bring it to me or destroy it, it matters not as long as it is out of my way."**

"I'll need a lot more convincing than that," Megatron said. "Why should I do your dirty work? And what do I get in return?"

**"You are a dubious one, Megatron. But seeing as you are unfit to do my bidding, I will remake you." **Unicron said.

"How?"

**"You will be provided with a new body, new Decepticon warriors and a new title. You will be reborn."**

Megatron pressed his luck further. "And?"

**"AND NOTHING," **Unicron bellowed. **"What say you; will you serve as my herald, or proceed into oblivion?"**

Megatron pondered his options. He considered them. Serving this so called Unicron, at least that was what it called itself, would grant his a new form and new troops. But conversely, it would make him a slave. Or, he could choose death at which point he'd go offline knowing that Optimus Prime was dead. But he'd cease to exist in the minds of his Decepticons. Starscream would see to that. Either way, Megatron was finished. He saw only one way out, and he didn't like it.

"I accept your terms, Unicron."

To this, Unicron said,** "Excellent!"

* * *

**

Author's note: Again, not much difference from the movie, but I wanted to put some emphasis on the disposal of Megatron, plus add a little hint at betrayal from Slipstream. I also hinted at the rather obscure history of Unicron, which made reference to Thirteen Original Primes and the Fallen. Hell, I even mentioned Trypticon. You never know!

Anyway, let me know how I did and I'll be back soon.


	12. Behold Galvatron

Disclaimer: I'm still here, I'm still going strong. I sure as Hell ain't quitting. Hence, here's the next chapter of the story. I'll skip the disclaimer, but keep it to yourself or I'll eat your planet. OM NOM NOM!

* * *

Chapter XI

Megatron waited. He waited for this creature, this self proclaimed Chaos Bringer called Unicron to make its move. If whatever action Unicron were to take proved be hostile, then Megatron would attack first. But his energon reserved had dwindled to near zero, so a preemptive attack would be futile. Then something happened. Megatron was suddenly bathed in a green light, and then he felt as if his entire body was being contorted. He wanted to scream; tried to but no sound came. It was a trap all along, he thought. Then as quickly as the searing pain started, it stopped. Megatron felt strangely at peace. He looked at himself and saw that every bit of damage he'd sustained during his fight with Optimus Prime had vanished. So did every other feature.

**"As powerful as you once were, Megatron, I will make you more so a thousand fold,"** Unicron said as Megatron felt a change all around him. **"You will not just be remade, you will be reborn."**

Whatever fear welled up in Megatron was replaced with a newfound sense of purpose. It was a feeling that one couldn't describe if the right words presented themselves clearly. Megatron could feel, sense every bit of himself becoming stronger. Every portion of his physical form seemed to be shifting, not transforming. Simply shifting, changing. His chassis, once a silvery white, now took on a deep violet color scheme. Not just on the outside but on the inside as well. Megatron felt a sudden overcharge of energon coursing through every vital system, only it seemed darkened. Dark Energon, he'd call it. It was intoxicating. Megatron wanted more. As this was true, his body continued to change. His upper torso became broader. His limbs became rounded, though where his forearm were made the same violet color, his lower legs became silver. Even his fusion cannon, once a massive piece of onyx color coded artillery, took on a rounded shape and a gold color. Finally, Megatron's head and face were reshaped to fit his new form. Gone was the helmet he'd once worn during his younger years, replaced now with a three pronged crown. Soon his face was radically change and it appeared right at that moment that Megatron ceased to exist. He was truly reborn into a new instrument of destruction.

**"And now, you are reborn,"** Unicron said. **"Behold Galvatron."**

Reborn. Renewed. Recreated. It didn't mattered what anyone would call. It simply felt good. Mega… Galvatron flexed his hands into fists. Such power, he thought. "I think I'm going to like this," he said for the first time, complete with a new, deeper and confident voice. He turned toward the giant entity that had remade him. "I seem to recall you promising me some new warriors, Unicron."

**"So I did."** Unicron said plainly.

That same green light that once centered the newly created Galvatron was now focused on the wayward husks of the dead Decepticons. Like the former Megatron, their physical forms began changing shape. Thundercracker was the first to experience a rebirth. His physical form became similar to that of Galvatron, with several clear differences. His formerly blue color scheme became gray. The wings that made up the former Seeker's alt form became almost like the wings of a great demon. His face took on a decidedly more twisted, evil look complete with a beard and a single crest adorned the top of his head. Soon after, the new Decepticon came online. After him, Unicron focused his reformatting on the three Insecticons. In rapid succession, they all were given identical forms.

"**I give you your tracker, Scourge and his huntsmen the Sweeps."** Unicron said.

For the first time, Scourge spoke in a slightly raspy voice. "We will hunt those whom you seek obliterated, Galvatron." he said.

With an evil smirk, Galvatron nodded. "As you should, Scourge."

Skywarp was the next to undergo rebirth. Like the suddenly forgotten Megatron and Thundercracker, Skywarp's overall physical form shifted and changed so as to better suit the future needs of these new Decepticons. Soon Skywarp ceased to be, replacing by a hulking figure. The new Decepticon was much more or less, taller than Galvatron and Scourge and the Sweeps. The new figure took on a purely purple color scheme and new, slightly smaller wings appeared on each shoulder and leg but no less menacing. Speaking of which, the face was reshaped to fit the new body, now as equally frightening as Scourge. More so. Two blade-like, razor sharp wings appeared to finish the image and soon, the second of Galvatron's new troops came into existence.

**Cyclonus, you saboteur and your new Second in Command."** Unicron explained.

"I live only to serve you, Galvatron," Cyclonus said in a cold and menacing tone. "Name your target and it will fall by my hand."

"I will hold you to that, Cyclonus." Galvatron said.

Only the husk of Ramjet remained. The reformatting came just the same as the last. The black, red and white colors of Ramjet were replaced by an midnight blue and silver scheme. Large wings formed from the back and the limbs became smaller than those of Cyclonus and Scourge. The cone shape that was paramount to Ramjet seemed to melt away into a cascade image and the face took on a more angular image. It was at that point that Galvatron came to realized that his next follower was to be female. Most peculiar indeed, he thought. Then again, the Decepticon ranks had Slipstream. What was one more? Something unexpected but most likely minor happened during the reformatting. For only a nanosecond, the green light seemed to fluctuate. The new Transformer female's body convulsed briefly and then stopped and the green light ceased. The femme bot came online. Unlike the rest the new 'cons, her optics didn't bare the usual red glow but were pure white. Nevertheless, she bore the Decepticon insignia on her chassis.

**"And finally, the Valkyrie of your new force: Tempest**." Unicron said.

Tempest, as she was now called, looked around in confusion. "Where am I?" she asked.

Then Galvatron approached her and said, "You are… different. But you are a Decepticon nonetheless. Will you serve me?"

Tempest quickly straightened herself and said, "Yes, I will serve you, Galvatron."

Galvatron seemed satisfied and turned the hulking mass of Unicron. "Unicron," he said. "I will find Ultra Magnus and rip him and every other Autobot open until the Matrix has been recovered and brought to you."

"See that you succeed, Galvatron," Unicron said. "I will await your return. Now go and let nothing stand in your way."

Galvatron sneered. There was a part of Megatron still alive within him that loathed having to serve Unicron. But for right now, he'd play along. "We make for Cybertron. Decepticons; transform and rise up."

Simultaneously, the new Decepticons assumed their new alt forms. Scourge assumed the form of a wingless flyer and his Sweeps followed suit. Cyclonus took the alt form of a reverse winged, space worthy fighter jet. Tempest assumed an alt form very similar to Cyclonus, except that the wings not reversed. Galvatron was the last to assume what would be his new alt form of a massive space craft and quickly took the lead. The squadron of new Decepticons raced into the stars toward Cybertron, where Galvatron was intending to settle an old and personal score. After the departure of the squadron, Unicron's green light shined again. Something was forming within the light, taking first substance than shape until a bipedal form came into being. Then it took on a pure black and silver color scheme, along with sharp wings on both sides and a face without a mouth. It soon came online much like Galvatron and his troops had; only its optics were a sickly shade of green.

**"You will watch him, my disciple,"** Unicron said to the new mecha. **"Ensure that he succeeds, and then destroy him."**

The newcomer bowed his head to the giant form of its creator and said, "As you command, Unicron." And then the newcomer assumed his own alt form and jetted towards Cybertron.

* * *

"You go far beyond yourself," Shockwave said to Starscream. "Megatron would melt you down into scrap and feed you to a space slug."

Standing across from Shockwave within the main base of operations of Kaon was Starscream. He was decked in a purple cape and steel plated shoulder attachments. "You've no right to speak to the soon-to-be new leader of the Decepticons in that way, Shockwave. I suggest that you mind you manners."

"Need I remind you that at the outset of this war, Megatron placed me in charge of Cybertron while he was away," Shockwave pointed out. "By rights, it is I who should assume leadership of the Decepticons."

"Need _I_ remind _you _that I am Second-in-Command of the Decepticons, Science Officer Shockwave," Starscream said point blank. "My rank supersedes yours, end of story. Now if you'll excuse, I don't want to be late for my own coronation."

With that Starscream left, and Shockwave muttered to himself, "Coronation my optic."

* * *

The former city square of Kaon was wide open and went in all directions. Along the edges stood an assortment of golden monuments of the long dead members of the Cybertronian High Council. At the center, numerous Decepticons, ranging from the recently returned force from Earth to the one who'd never set foot there, were gathered. They were gathered, forcibly for some by the Constructicons, to watch what most considered to be nothing more than a faux pas of ascension to leadership of Starscream. Slipstream, Blizwing, Barricade and Wreckage were among the more vocal. Soundwave and his Minicons remained silent, save for Rumble and Frenzy. It wasn't going to matter now either way, for Starscream appeared atop a high podium overlooking the square. Astrotrain and Thrust were standing to either side of Starscream as the crowd of 'cons looked on in silent resentment. Starscream smirked at his soon-to-be subordinates as Astrotrain approached. In his hands was a gold studded crown decorated with rubies, possibly stolen from Earth some time ago. Starscream sank a knee and waited for the crowning. Astortrain hesitated.

Starscream sensed the hesitation and leered at the Triple Changer. "I'm waiting." he said.

Oh, how Astrotrain wanted to blast the Seeker's head clean off. But instead he reluctantly crowned Starscream. "All hail Starscream, new leader of the Decepticons." he deadpanned.

Starscream rose and leered at Astrotrain again before sauntering up to the edge of the podium. Outstretching one arm, Starscream addressed the masses. "My fellow Decepticons; I am truly _humbled_ to lead our forces on the new journey that awaits us. I swear to you that…"

Before Starscream could continue, a high pitched whine came from the far north of the square. The next thing the Decepticons knew, a squadron of seven unidentified crafts flew overhead and breakneck speeds. Soundwave was able to get a visual of one of the crafts and he could easily identify the Decepticon insignia upon their hulls. Starscream didn't like having his moment interrupted. He grasp Astrotrain by the throat in anger.

"I didn't order a flyby, Astrotrain." Starscream snarled.

"Don't look at me, Starscream. This coronation was your idea." Astrotrain said.

One of the crafts dipped low, yawed and made a near impossible turn toward the square. Starscream could clearly make out a golden colored barrel at the front of the oncoming ship, but the rest of it was violet with silver portion. Then the craft transformed in midair, assumed proto-form and hit the steel floor running. The rest of the squadron, led by a large reverse winged jet, circled like vultures above the square. The newcomer slowed his running to a sprint and finally to a determined walk. None of the Decepticons attempted to stop the invader. Most sensed something familiar about him. Of the gathered, Slipstream got a reasonably good look at the invader. The invader glared back at her and Slipstream quickly knew who he was. Or who he used to be. Meanwhile, Starscream fumed and stepped down the stairs to confront the intruder.

"Who are you, interloper? How dare you interrupt my royal coronation." Starscream shouted.

"Coronation, Starscream," said the intruder. "Are you serious? So disappointing, to think you'd stoop this low to ensure power."

Something about the intruder struck Starscream; something familiar. "I'll ask you again; who are you?"

The intruder didn't remove his glare from Starscream even as he climbed step by step until they were face to face, a couple steps separating them. "You should've realized by now, Starscream that even in death, there is no command greater than mine."

Starscream's optics pulsated bright red and then the realization struck. "Megatron?"

Then as if on cue, the intruder raised the gold plated barrel on his right arm and aimed directly at Starscream. Starscream could scarcely make out a violet light emanating from inside the barrel. He moved a split second before the barrel fired. The beam missed Starscream entirely but struck the next unlucky victim; Astrotrain. A nanosecond later, Astrotrain was reduced to ashes. Starscream, upon seeing what happened to the Triple Changer, assumed alt form and took off. The intruder assumed alt form also and gave chase. A dog fight ensued between them above Kaon. Starscream used his flight experience, flying in between the various towers of the city/state. The intruder, whom Starscream now believed to be Megatron reborn, matched his aerial maneuvers almost perfectly. But Starscream knew the Cybertron airways inside and out. That would be his advantage. Starscream led his pursuer throughout the airspace. He climbed high into the stratosphere, then dipped low toward planet-side. The intruder matched Starscream move for move. Starscream needed to come up with a new strategy and fast. He transformed mid-flight, turned and fired his Null Ray, catching the intruder on his left wing. The shot left a burn mark but hardly slowed the intruder's pursuit. The intruder returned fire with a pair of ion blasters beneath his wings. Starscream nimbly dodged in between the shot before returning to alt form and jetting away. Down below in the square, the Decepticons watched. The intruder's troops had assumed their respective proto forms and landed among the crowd. Barricade got a glimpse of the tallest one, the one with the extra sharp wings and the stoic expression. It made Barricade nervous and he turned away to Wreckage.

"So Wreckage," said Barricade to Wreckage. "Who you betting on?"

"Who cares as longs Starscream's fragged." Wreckage said.

Barricade shrugged. "Fifteen energon creds against the new guy."

"I'll take that bet." said Slipstream with a smirk.

Starscream continued to weave in between towers and beneath burned out archways. The intruder continued to match him. Was Starscream right? Was this newcomer actually Megatron? None of the other Seekers could match Starscream so perfectly. Megatron was not a Seeker and he, if he really was Megatron, was seemingly outclassing Starscream at every turn. Thinking quickly, Starscream jetted higher and higher until he was out of Cybertron's atmosphere. The intruder gave chase, just as Starscream predicted. Megatron or not, no one could possibly match the Air Commander in a straight dog fight in space. Starscream toned his afterburners down and waited for his pursuer to close in. Then Starscream broke to his left and let the pursuer pass right by him. Now the tables were turned. Starscream was the hunter, and the self styled Ghost of Megatron was the prey. Starscream fired away at the intruder with every weapon in his arsenal. The intruder was pelted with fire and assumed proto form. He aimed and fired his golden cannon, missing Starscream but letting him pass by and swatting at him and then reassuming alt form. Starscream dipped low and returned to the surface, along the way releasing built in counter measures, flairs specifically. The flair detonated just as the intruder closed in. To avoid lasting damage, the intruder barrel rolled downward. The flairs left only minor scorch marks but not nearly enough to slow him. Starscream continued to dip low until he reached lower levels of Kaon, a barren place littered with service ducts and rusted corpses of dead Transformers. This was where maneuverability was greatly reduced, but Starscream had navigated this area many times. His knowledge of the place would further give him an edge. The only other Seeker to have been capable of navigate this area was Skyfire.

"Come on, Megatron!" Starscream cursed as he flew into the nearest duct.

He raced down the tunnel up above a river of corrosive liquid, his afterburners kicking the liquid briefly into the air. Starscream was fast enough to just avoid being burned by the liquid, but was his pursuer? Indeed, the invading robot presumed to be a resurrected Megatron, did followed Starscream into the tunnel. He was moving just as fast as Starscream was through the tunnel. Just like Starscream wanted. He gunned his afterburners to their limit and the fire ignited the liquid, which only he knew was volatile. No one else among the Decepticons, including Megatron, knew this. A wall of fire rose up from the liquid even as the intruder pressed on; and flew right into the wall of fire. Up ahead, Starscream had just reached the end of service duct and ascended back to the surface. He flew high above the square where the rest of the Decepticons looked on, assumed alt form and hovered there. Below, a plume of smoke and fire erupted from the planet's surface. Starscream smirked as he thought that the self styled Ghost of Megatron was pile of ash. His delight turned to terror when the invader emerged, scorched further but still functional. Still functional? Now Starscream was convinced he was dealing with Megatron. He was distracted at that moment, and was unable to avoid an ion blast to his right leg. The Ghost of Megatron assumed proto form, hitting the die cast floor. He looked up and smirked at Starscream. Starscream looked down and was furious. He fired his Null Ray straight down; and missed the mark. The Ghost of Megatron was unimpressed and transformed into a second alt form.

_No, _Starscream thought incredulously. _He's a Triple Changer?_

This second alt form was that of a futuristic cannon, gold barrel at the center. The cannon aimed and fire, and caught Starscream dead on. The blast ripped away his left leg and arm and Starscream was soon plummeting fast toward the square. He soon crashed hard as the Ghost of Megatron reassumed proto form. He stalked toward where Starscream landed. Starscream was, to his credit, still functioning, although the fall had down excessive damage to him. Starscream tried to crawl away with his remaining arm, leaving a trail of fluid in his wake. His attacker stalked him, the smirk now gone and replaced with a scowl. Then the Ghost of Megatron stepped in front of the Air Commander and they exchanged glares, optic to optic. At that point, Starscream's brazenness disappeared.

"This coronation of yours was bad comedy, Starscream." the intruder said.

Starscream reached for his foot, grasping it. "Please Megatron. Spare me. I was only acting in the best interests of the Decepticons. Please, I beg of you Megatron."

"My name…" And in one fell swoop, the intruder lifted his foot and swiftly brought down on Starscream's head, crushing it. "…is Galvatron," With that, Galvatron turned to the horde of Decepticons, every one of them in total shock save for Galvatron's own troops. "Now then," Galvatron addressed his followers. "As Starscream has been disposed of, I'll be assuming command of the Decepticons from this point," Galvatron raised his cannon high and pointed at the 'cons. "No objections, I presume."

* * *

Author's note: Not to sound biased, but I think this is my favorite chapter so far. Obviously, there quite a few difference between this and the movie.

First is the addition of the female Decepticon Tempest, an original Transformer. There will be to her than meets the eye. Sorry, had to say it. Oh, and that other life form. You're welcome to speculate on his identity.

Secondly is the absence of the warship. I left that out because the new Decepticons were essentially flyers, including Galvatron so there really no need for the warship. Plus it was ugly. Speaking of which, Galvatron is a Triple Changer in this story. He assumes his iconic cannon form, while his space craft form is inspired by the live action film.

Third and most importantly is the lengthy dog fight between Galvatron and Starscream. I did that mainly because I wanted Starscream to put up more of a fight.

Overall, I think this entry came out nicely, but that you're call. Let me know what you think.


	13. I'm Worried About Where It's Going

Disclaimer: I don't own Transformers and I got nothing in the way of one-liners today, so here's the next chapter you techno-dingbats….. And I was just being nice.

* * *

Chapter XII

Autobot City  
12:39 hrs.

Ultra Magnus had the Matrix of Leadership. But he didn't feel like a leader. He'd never seen himself as one. That honor belonged to Optimus Prime and he was dead. It just felt wrong that Magnus was alive while one of his closest comrades was not. So, watching as the body of Optimus Prime was being hauled out of the ruined city with was all the more painful. It was the same sort of pain felt by the survivors. Other Autobots that had died in the siege were loaded along with Optimus into the rocket form of Omega Supreme for transport back to Autobot Headquarter. Still, the shock was there among the survivors and even with Ultra Magnus serving as their leader, they all felt near directionless. As such, Springer came up to Ultra Magnus and tried to maintain some small level of professionalism.

"So, what the plan?" he asked.

Ultra Magnus was quiet for a moment with his arms crossed, then said to Springer, "Honestly, I'm not quite sure where to start. I think the first priority is to get our dead and wounded back to Headquarters," Ultra Magnus turned to Wheeljack. "What's the current status on Skyfire? How soon will he be able to fly?"

Wheeljack hung his head. "He took a heavy blow to the fuselage and his conversion cog is smashed. He's still alive but with the damage, there's no way Skyfire will be able to transform again much less fly."

"Any suggestions? "Ultra Magnus asked.

"I've got some ideas on possibly reformatting Skyfire. Brawn too, but I'll have to go back to Headquarters with them." said Wheeljack.

"What kind of reformatting?" Springer asked.

Leave it to Wheeljack to tell Springer, "That's top secret, Springer."

"How long will it take?" Ultra Magnus then asked.

This time, Wheeljack got serious and said, "Well depending on what materials are available, it should take about a day and a half for Brawn. As for Skyfire, well…

Before Wheeljack finished, Perceptor came up to Ultra Magnus. "Ultra Magnus, all of our wounded have been loaded onto Omega Supreme. The Aerialbots and Protectobots will provide escort back to Headquarters."

Ultra Magnus nodded and turned back to Wheeljack. "Wheeljack, you head back to Headquarters with Grapple and Hoist and do what you can for Brawn and Skyfire. I'll keep a skeleton crew here in the city and we'll try to salvage what we can."

"And what if the Decepticons make another push?" Springer asked.

"They've taken considerable losses too. I think it'll be a while before we see them again." Ultra Magnus said, and inwardly hoped.

* * *

"Okay big guy, you're good to good," Tracks told the giant rocket form of Omega Supreme. "Get our comrades back safe and sound."

"Assignment accepted. Destination: Autobot Headquarters. ETA: twelve Earth cycles." And the great rocket launched itself skyward, banked and soared away toward.

The Aerialbots accompanied Omega Supreme in the air while the Protectobots provided a more grounded escort. As for Ultra Magnus, he remained in the city with his skeleton crew of chosen Autobots. The crew consisted of Springer, Arcee, Perceptor, Tracks, Kup, Blaster, Hound, Mirage, Pipes, Breakaway, Blur and Hotrod with Daniel. The Dinobots remained with the motley crew, though their participation in the salvage operation was questionable at best. Ultra Magnus would take whatever he can get from the Dinobots. Hotrod might have been another story. Magnus sensed that he still felt responsible for Prime's death. If he did, he didn't show it. In any event, Ultra Magnus took to addressing the crew.

"Okay, we've got a long haul ahead of us," he said. "We need to salvage whatever we can from out of the rubble, and hope that the 'cons don't make another appearance anytime soon. Lets get to work."

The Autobots dispersed, except for Hotrod, who approached Ultra Magnus. "Magnus!"

"Hotrod," Magnus said back. "You okay?"

"Yeah, but," Hotrod struggled to find the right words. "I still feel guilty about what happened. If I hadn't gotten involved, Optimus would still be alive."

"If you hadn't gotten involved before the siege, the Decepticons would've razed the city and we'd all be dead," Ultra Magnus said and put a hand on Hotrod's shoulder. "Whether you know it or not, you saved a lot of lives. I think in the end, you did the right thing."

To hear Ultra Magnus say that brought a smile to Hotrod's face. "Thanks, Magnus. Not entirely sure if you're right, but thanks."

"Don't mention it, Hotrod," Magnus said. "C'mon, we've got work to do." And they went to join the other Autobots.

* * *

When Shockwave watched the video feed of the faux coronation (pirated of course), the overall distain he felt towards Starscream was replaced by astonishment. That astonishment came from watching an unknown Decepticon obliterate the treacherous Seeker. Shockwave wasn't one to complain. Rather, he enjoyed it. But when it came time to learn, Shockwave studied the video and listened. _Galvatron_, the newcomer called himself. Shockwave froze the video and then zoomed in specifically on the face of this Galvatron character. There was a certain familiarity there. Starscream must've known it before his end, and now so did Shockwave. He also knew that the 'con called Galvatron had just entered his laboratory flanked by his lieutenants, Cyclonus, Scourge and Tempest. Shockwave didn't bother to turn, and Galvatron didn't bother to address him.

"You've certainly made a lasting impression, as Starscream had learned." Shockwave said without turning.

"A few million years too late," Galvatron stated. "I assume you were expecting me, Shockwave."

Shockwave turned at last to face Galvatron. "I was expecting Megatron, or at least what was left of him."

Out of nowhere, Cyclonus unsheathed a duel edged saber and held the point of the blade at Shockwave. "You will watch your tone when speaking to Galvatron."

"Stand down, Cyclonus," Galvatron said, and Cyclonus did so without argument. Galvatron then returned his gaze to Shockwave. "Indeed, I no longer answer to that name, but my ambitions are unchanged. I trust you won't make the mistake of usurping power from me, as Starscream did."

"I'm not Starscream." Shockwave said.

Then the female Decepticon called Tempest address her leader in a tone uncharacteristic of a 'con. "You killed him, even after he begged for forgiveness."

Galvatron drew his gaze toward his designated Valkyrie, optics glowing red. "What did you say?"

Most Decepticons likely would've backed down. Not Tempest, for she stood her ground. "Starscream was defenseless and you obliterated him without a second thought."

Galvatron stalked toward Tempest until he loomed like a shadow over her. "Had the rolls been reverse, Starscream would've done the same. Need I remind of your former life as Ramjet, that you chafed under Starscream?"

Tempest stepped back and looked at Galvatron confused. "I don't remember ever being this Ramjet."

"Interesting," Shockwave muttered. "Perhaps the process that remade you, Galvatron and you other followers, had an adverse affect on her."

"How so?" Galvatron asked.

"You recall your former life as Megatron, yet Tempest recalls nothing of Ramjet ever existing."

"But I recall my former life as Thundercracker." Scourge said.

"And I as Skywarp." Cyclonus added.

"I care not, as long as this seemingly faulty Decepticon dares not cross me again," Galvatron bellowed before returning his gaze to Tempest. "Are we clear on that, my dear?"

Tempest continued to stand her ground and ultimately said, "Yes, Galvatron."

To this, Galvatron sneered. "Smart girl."

"I'd just shoot her and get it over with." an unrecognized voiced proclaimed.

On instinct, the Decepticons rounded toward the source of the voice. It came from the shadows on the far side opposite the Space Bridge entrance. A faint green glow in the shape of eyes became visible and soon the owner of the eyes, optics rather, emerged from the shadows. A bot no larger than Cyclonus, black and silver with sharp, bladed wing and a mouthless face sauntered into the dim light of the lab. Galvatron could see that the intruder was unbranded. He was neither Autobot nor Decepticon. This made Galvatron wary even as he lowered his main gun.

"Who the Pit are you?" he said.

The intruder, in a calm, cool and collected tone said, "I'm nobody really, just a drifter. You can call me Sideways."

Galvatron was understandably suspicious. "What is your allegiance? Are you Autobot or Decepticon?"

Sideways shrugged. "Don't have one. Like I said, I'm just a drifter. But I figure that since I'm here, I might as well join your little team here."

"Why would a drifter want to join my Decepticons?" Galvatron asked, increasingly suspicious.

"No real reason other than I want to be where the action is," Sideway stated. "Is that so wrong?"

Galvatron didn't answer. He only narrowed his optics on Sideways. He knew right away he couldn't be trusted. He suspected Sideways was there for more than simply to fight for the Decepticons. What that reason was, Galvatron didn't know. But he'd find out sooner or later.

* * *

Bumblebee was bored and tapping his index finger on the console. He'd been staring at the radar for what seemed like ages, waiting for something, anything to happen. Opposite from his station, Spike and Carly busied themselves with some random task. This didn't included staring at a monitor of Kaon, which was already an eyesore anyway. Bumblebee was starting to drift when the radar blipped, bringing him back to reality. The radar blipped again and an image appear at the top right corner of the screen. Whatever it was, it was big. Too big.

"Spike, Carly, get over here." Bumblebee said.

Spike and Carly joined Bumblebee at the console just in time to see the image, now slightly larger than before. "What's going on here, Bumblebee," Carly asked, to which Bumblebee shook his head. "Is the radar damaged?"

"Can't be," Spike said. "These systems are state-of-the-art. They could pick up a rogue asteroid from twenty kilometers."

"Well, they picked something up, and I don't think it's an asteroid," Bumblebee stated. "It's way too big."

"Guys, I've plotted its trajectory," Carly said. "It's headed for Moon Base One."

Spike didn't need to be asked. He rushed to the communication console and flipped a switch. "Moon Base Two to Moon Base One, come in."

* * *

_"Moon Base One, this is Spike on Moon Base Two. Jazz, Cliffjumper respond."_

Jazz was the first to answer the call. "This is Jazz. What goin' on, Spike?"

_"We've just picked up something very strange and very big headed your way," _Spike said. _"You guys see anything?"_

Before Jazz could answer, Cliffjumper asked, "Hey Jazz, didn't Ultra Magnus tell us to keep an optic open for anything unusual?"

"Yeah why?"

"Does _that_ qualify?" Cliffjumper was pointing out a view port at an enormous planetoid that was inching its way toward the Moon Base.

Jazz joined Cliffjumper at the view port and, mouth agape and dumbfounded beyond his wildest imagination, rhetorically asked Cliffjumper, "Where in the name of Iacon did that thing come from?"

"Who cares," Cliffjumper said. "I'm worried about where it's going."

_"Jazz, Cliffjumper," _Carly called from Moon Base Two. _"Get out of there. Get out of there, now, right now!"_

But the transmission cut out. Jazz tried to reestablish the transmission but nothing came of it. He then tried to send a message to Earth but that attempt failed too. Jazz looked up at the planetoid, which appeared to have opened a massive maw and then two giant spike dug into the Moon Base's surface. But he was determined to get through to Earth even as the Moon Base began to crumble around him and Cliffjumper. A minute later, Jazz was getting a signal.

"Moon Base One to Earth, come in. I repeat this in Moon Base One callin' Earth…."

* * *

The Autobots in the city were busy trying to salvage would they could. Blaster was among them when he stopped short. "What the…"

Ultra Magnus, who coordinating things, asked, "What is it, Blaster?"

"I gettin' a faint signal here," Blaster said. "I think it's comin' from the Moon Bases." Quickly, Blaster assumed alt form to try to boost the signal.

Then Jazz's voice came through though it was barely audible, _"Is any… readin' me? This is Jazz on… se One. We got… situation up…."_

"Jazz, it's Magnus. We can barely hear you. What happening up there."

_"A weird lookin' planetoid just sho… our area,"_ Jazz was barely heard saying. _"… tearin' the base apa…"_

Then Cliffjumper was barely heard. _"We ne… elp up here. Are you read… Ear…..!"_ Then there was only static.

"Jazz, Cliffjumper," Ultra Magnus called as Blaster returned to proto form and Ultra Magnus told him, "Get in contact with Moon Base Two. Now!"

"Um… Mega… Gal… whatever! You might want to see this." stuttered the suddenly uneasy Barricade to Galvatron.

* * *

There was a look in Galvatron's gaze that prompted Barricade to pick his next words carefully. Then he saw what Barricade was talking about through the view port of Shockwave's lab. The other Decepticons present, new and old gathered around and watched the first Moon Base being torn apart by Unicron. Galvatron felt his optic narrow and then they pulsated in a crimson red glow.

_Damn you, Unicron!_

Of the awe inspired 'cons present, the only one to show no such awe was the mysterious Sideways. His complacency didn't go unnoticed. Slipstream kept a keen optic on Sideways even as most of the Decepticons remained fixed solely on watching one of Cybertron's moons being ripped to shreds.

* * *

Jazz and Cliffjumper had very little time to escape to the escape ship, even as the landscape of the Moon Base tore away. They couldn't risk transforming in the middle of everything. Every pieces of the moon was pulled toward the giant monster planet that was slowly consuming it. Thankfully, Jazz and Clifjumper had built in magnetic stabilizers in their feet for space walking. Or in this case, space running.

"C'mon, Cliffjumper! We're almost there." Jazz called out.

"What in the Pit do you think I'm doing?" Cliffjumper spat back.

Then out of nowhere, a steel panel was pulled right up and slammed Cliffjumper directly in the face. Cliffjumper keeled over unconscious and Jazz rush back to grab. More and more debris was flying around them as Jazz picked Cliffjumper's limp form up and slung him over his shoulder. No way was Jazz going to leave one of his comrades behind to die. Carrying Cliffjumper though, still proving slightly more challenging for Jazz. But they manage to reach the escape ship, clearly far smaller than the transport shuttles. Jazz didn't have time admire it. He hustled into the ship carrying with an unconscious Cliffjumper. Setting Cliffjumper down, Jazz got to the console and started prepping for launch. Outside of the ship, bits and pieces of the Moon Base were flying backwards and there was a heavy rumbling. The tremor was enough to wake Cliffjumper.

"Did I miss something?" he asked.

Jazz turned back to Cliffjumper. "Welcome back to the livin'! I could use a hand here. We gotta blast free, if we can."

Cliffjumper was quick to jump into the seat next to Jazz and started slamming switches. Countless lights flickered from the console and then came the subtle hum of the engine. The hum became a rumble and then the engine ignited. The ship blasted away just as the rest of the Moon Base was devoured by Unicron, and finally the ship was clear. Jazz glanced at Cliffjumper with a look of relief before the ship suddenly jolted and stopped dead. Cliffjumper checked the thrusters. They were at maximum but the ship wasn't moving.

"What's happening, Cliffjumper?" Jazz asked.

"We're not moving," Cliffjumper said. "I got the thrusters at max but we're dead in the water."

"Damn thing's got us caught in a tractor beam. Hang on!"

* * *

The team on Moon Base Two watched in shock as Moon Base One was consumed; Jazz and Cliffjumper with it. "We've just lost contact with Jazz and Cliffjumper," Spike informed Ultra Magnus on Earth. "And whatever that thing is, it's headed this way."

_"Don't linger up there, Spike," _Ultra Magnus said. _"Get your team off the Moon Base, now!"_

Carly came up to join Spike at the screen. "Bumblebee's prepping the self destruct sequence. Maybe we can slow that monster down."

Then Daniel showed up from Earth. _"Mom, Dad. You have to get out of there. _That_ monster's going to eat you alive. Get out."_

"Daniel, we'll be okay," Carly told her son. "Everything is going to fine. Just stay with Hotrod and Arcee. They'll keep you safe."

"Hey kiddo," Spike said to Daniel, who was greatly distressed. "We'll find a way to get out of this, I promise. I want you to stay strong for your Mom and me."

_"But Dad, Mom….!" _The video cut out at that point.

In the background, Bumblebee was setting up the self destruct sequence. He glanced up to see Unicron inching ever closer to the Moon Base. It was awe inspiring, yet was also terrifying to watch. But Bumblebee refocused on his task, now joined in it but Spike. Carly was at the console setting the time to detonation. They could feel the whole moon shake. Unicron was almost upon it. The trio hastened their efforts until Bumblebee and Spike completed their task and Carly set the timer to one minute. With a nod from Carly, the trio headed out of their station toward the escape ship. Pieces of the Moon Base flew passed them as they entered the ship. With Bumblebee at the helm, the ship took off into the stars just as Unicron dug his massive pincers into the moon surface. Carly checked the timer from ship's computer; twenty seconds. Fifteen seconds. Ten. They were cutting it close. Unicron was tearing the Moon Base apart as the countdown hit five… four… three… two… Then a brilliant flash shot away from the moon, followed an orange and black could of fire and smoke. The ensuing sonic boom rocked to the ship and tossed the trio about like rag dolls. Then the tremor stopped and the trio looked out the view port. For a few moment they couldn't see passed the giant plume of smoke, and then Unicron reappear virtually unscathed.

"Oh shit, that thing isn't even dented," Spike shouted in despair. Then the ship jolt to a stop. "Now what do we do?"

Bumblebee could feel the ship going now in reverse. "Primus all mighty, it's sucking us in."

* * *

Galvatron was left absolutely fuming at the turn of events. "Unicron," he seethed. "How dare you consume those moons? Cybertron and its moons are mine alone, and none other."

"Galvatron, you mustn't stand against the creator," Cyclonus assured in an attempt to be a voice of reason. "It is our duty to serve the master."

Shockwave glanced at Galvatron, inwardly thinking, _Did he just address that creature as Unicron?_

"Unicron is not my master, Cyclonus," Galvatron thundered. "I belong to nobody."

As soon as Galvatron spoke the blasphemous words, he felt his body weaken. Then it became nearly impossible to move and think. Galvatron sank to his knees in agonizing pain, holding his sides. It was like he was being torn apart from the inside out, and then Galvatron realized it was Unicron torturing him. The other Decepticons, including those under his command, looked on in confusion as Galvatron writhed in pain. Except Sideways. He showed no confusion or concern. In fact, he showed no emotion at all, of which only Slipstream took notice. Galvatron continued to writhe and then heard Unicron in his mind.

_**"Remember who it is that you serve, Galvatron. I made you and I can unmake you."**_

"I… I will serve you, Unicron." Galvatron muttered in agony.

_**"You belong to me until your task is done,"**_ Unicron told his creation. _**"See that you succeed or you enter into oblivion."**_ And the voice was gone.

Galvatron gathered himself as the pain subsided, then glanced at Shockwave. "How many Nemesis class battleships do we have?"

"Only one remains, but…"

"I want it ready within the next solar cycle, no later," Galvatron then pointed to his most loyal soldiers of Cyclonus, Scourge and Tempest. "The rest of you prepare; we make for Earth."

"What about him?" Scourge asked regarding Sideways.

Galvatron glared at Sideways and said, "He comes too. There will plenty of Autobots for all of you, but Ultra Magnus is mine."

* * *

Author's note: Wow, sorry about the delay. Writer's block strikes again. Anyways, that's another chapter in books.

Yes; Sideways is featured in this story. His personality is based somewhat on the Armada version, so Galvatron better watch his back. As for Tempest, well I'll let you figure it out.

Also, I hinted at what might happen to Skyfire and Brawn. But I'm not saying a word. I'm almost scared of the reviews.

Return to


	14. I've Just Got This Feeling

Disclaimer: Well, I have to say that this is coming along better than I thought. Big thanks to all providing the support. But now is the time to start the next chapter. Still don't own the rights to Transformers, but who cares at this point?

* * *

Chapter XIII

Autobot City; Oregon Mountains  
13:17 hrs.

"Now what do we do?" Springer asked.

Ultra Magnus wasn't sure how to answer, on account that he'd never seen anything like what he saw. The video had gone dark and there was no communication from the Moon Bases. "I don't know." Ultra Magnus finally said.

Then Breakaway asked, "What in Primus' name was that thing? How could it just eat up a couple of moons?"

"Why would it do it, that's the question?" Pipes added.

"You think the Decepticons built it?" Breakaway wondered.

"No way," Pipes said. "The 'cons wouldn't have been able to hide that thing."

"Then where did it come from?"

"How should I know?"

Ultra Magnus slammed his fist into the console and shouted, "Enough. Both of you," That was enough to silence the bickering between Breakaway and Pipes. "Alright, I'm going on the assumption that that monster planet is not a Decepticon creation."

"You sure about that, Magnus," Springer said. "I mean, Trypticon was a Decepticon creation."

"Trypticon ain't been active or even seen for over three hundred millennia, Springer," Kup pointed out. "I doubt Shockwave could build something as big as a planet and even if he did, he'd have to be completely insane to want to outright destroy Cybertron."

"Agreed, Kup. Which means salvaging the city will have to wait," Ultra Magnus said. "We have to get to Cybertron before that monster planet devours it," With that in mind, he turned to Hound. "Are there any spare shuttles available?"

"There's one intact in the southeast hanger bay, as well as the one Mirage and I came in with Prime and the Dinobots." Hound said.

Ultra Magnus nodded and turned to Perceptor. "Perceptor, is it possible to retrofit the shuttles with some weaponry?"

"I don't see how, Magnus," Perceptor said. "The shuttles are designed for transport. All they have are countermeasures. They aren't equipped for firefights."

"Even so, we have to be ready to launch as soon as possible, otherwise there won't a Cybertron left," Magnus said. "If that thing destroys Cybertron, then it'd be reasonable to assume that Earth will be next."

"Ultra Magnus, what about my Mom and Dad," Daniel asked worriedly "They were swallowed by that monster along with Bumblebee and the others. We can't just forget about them."

"Daniel, I give you my word. We'll do whatever it takes to get them back." Ultra Magnus told the teenage human, though he wasn't sure if he was convincing Daniel or himself.

"And what do we do when we get there," Springer asked. "If that thing can rip moons into fragments, and does the same thing to Cybertron, it'll make an appetizer out of us."

Ultra Magnus was silent for a few moments, deep in thought and then said, "This is just a guess on my part, but maybe… Maybe the Matrix can stop it."

"How do you mean?" Perceptor asked.

"Think about it; Optimus Prime said that the Matrix would _light our darkest hour_. May this is what he meant." Ultra Magnus reasoned.

"No offence, Magnus, but that sounds a little farfetched." Breakaway said with uncertainty.

"He's right," came the unexpected voice of Hotrod. "The Matrix _can_ stop that thing." His tone sound slightly more determined than normal, enough for everyone in the area to gaze at him.

Of the bunch, Kup approached Hotrod. "What do you know about it, lad?"

Then Hotrod fell silent. "I… I don't know. I've just got this weird feeling in the core of my Spark. I can't explain how I know. I just do."

"We can't afford to second-guess amongst ourselves right now," Ultra Magnus explained. "We've got work to do, so let's do it."

* * *

He felt something like tapping on his forehead. He had been in stasis lock for an undetermined stretch of time. The tapping continued and his optics flickered on in a brilliant blue shade and his systems rebooted. There was a shadowy darkness around him mixed with a faint light, and then the familiar visor that belonged to Jazz appeared in view.

"Yo, Bee. Wake up buddy. C'mon, up and at 'em."

Bumblebee sat straight up and tried to gather himself. The he looked around at his surroundings. "Tell me… tell me we aren't where I think we are!"

"I'm havin' trouble believin' it myself," Jazz exclaimed as he helped Bumblebee to his feet. "I got separated from Cliffjumper on our way in."

Bumblebee looked around, unsure of where exactly he and Jazz were. Then he realized that Spike and Carly were missing as well. "Looks like it's the same thing with Spike and Carly for me. We've got to find them."

"Don't even know where to look, Bee!" Jazz pointed out.

"It's got to be better than standing here, Jazz. We can't…."

A faint sound caught the two Autobot's attention and they armed up. But they weren't sure where to aim. Bumblebee tensed while Jazz was more relaxed. But when he spotted a shadow's movement, he tensed. Then from out of the shadow came a silvery form, which then tumbled to the floor with a clang. Bumblebee and Jazz lowered their guns once they realized, by looking into the clear dome piece, that it was Carly. Spike and Cliffjumper weren't with her, but at the least Carly was relieved to see the two Autobots.

"Carly?" Bumblebee inquired.

"I'd appreciate it if you put those guns away." she said in relief.

"Yep, defiantly Carly!" Jazz joked as he and Bumblebee holstered their weapons.

"You okay, Carly?" Bumblebee asked.

Carly approached the two Autobots, consciously due to the atmosphere. "I'm a little dinged up but I'm fine. I thought Spike would be with you."

"We got separated." Bumblebee explained.

"Same thing with Cliffjumper," Jazz added. "With any luck, they managed to find each other."

Carly became concerned and stated, "They'd better be alive."

* * *

"Oh this! This is just perfect," Cliffjumper was fuming much to Spike's chagrin. "We're inside a giant planet-eating…planet. Now what in Cybertron's name are we supposed to do?"

"You know, you griping isn't helping, Cliffjumper," Spike said. "I think for right now, our first priority is finding Carly and the others."

"And how are we supposed to do that," Cliffjumper challengingly asked. "Don't know about you, but I don't see a sign that says _"THIS WAY TO MISSING FRIENDS!"_

"We'll find them, Cliffjumper. We have to," Spike said. "I just hope Carly is okay."

Cliffjumper only huffed but then armed up suddenly. "Did you see that?"

"What?"

Cliffjumper was getting a bad vibe, yet remained fixed on a darkened part of the area. "I don't know. I guess I'm just jumping at shadows."

But Cliffjumper was almost certain that he'd seen something. It was too hard to tell. The area was darker than most of the ruined cities of Cybertron. Spike was staring to tense up and closed the distance with Cliffjumper, going back to back with the bright red Autobot. They moved in unison on a single direction with Cliffjumper keeping his gun pointed in his line of sight. They then heard a faint hissing sound; too faint and yet, it seemed to come from everywhere. Something caught Spike's eye in the darkness and on instinct, he moved slowly toward it. Cliffjumper kept Spike in his peripheral vision so as not to loss sight of him. He pointed his gun toward wherever the sound was originating, though it maintained a silent hiss. Spike drew himself closer to the unusual thing he'd only now just seen. Upon further inspection, he realized that he'd found what looked like a body, mangled and ripped apart so badly that it was barely recognizable. For the first moment, Spike thought it was Carly or Bumblebee or Jazz. It wasn't but it was still unrecognizable. It was mechanical, almost similar to any other Transformer, but not of Cybertron. The lower half of the body appeared to have been melted away, while the upper half was stripped of most it metal chassis. Cliffjumper was still listening for the faint hiss, which seemed now to intensify ever so slightly.

"Spike, I think we should get going," the Autobot told his human companion. "I feel like we're being watched."

Spike didn't seem hear Cliffjumper and said, "From the look of it, this poor guy's been here a long time. What do you think happened to him?"

"Don't really care at the moment." Cliffjumper deadpanned.

Spike wanted to know more about the fallen husk of metal and inched closer. Then the broken form burst to life and made a grab for Spike. Cliffjumper instinctively fired at the corpse, striking it on the lower left side. Spike crawled backwards away from the corpse, which appeared to remain where it was. It was quivering as if in intense pain, dark fluid streaming like a miniature waterfall from its mouth. Still it reached for the Autobot and human duo and failed, and ultimately it spoke.

"Help… me!" it begged with pain etched on its face.

Spike felt like his heart was about to burst. "You're not an Autobot or Decepticon. Who are you?"

The corpse tried again to reach for Spike, who was still taken aback. "My name... Zeta. Home… gone. Cybertron… doomed. All… is lost." And then the corpse shut down.

Cliffjumper then saw something coming out of the wall. A steel lined tentacle with a pincer like claw at its end. Cliffjumper shot it as it went right for Spike, shattering it. More similar looking claws came from out of the walls and Cliffjumper shot at them. He got several of them while other weaved in between the shots. One grabbed Spike by the leg of his exosuit and tried to drag him away but Cliffjumper managed to strike its tentacle, severing it. More of the claws appeared, and Cliffjumper and Spike retreated. Several of the claws gave chase and Cliffjumper shot a few of them to pieces.

"The walls," Cliffjumper shouted. "They're coming out of the blasted walls."

"You think!" Spike shouted.

* * *

At another part of the labyrinthine area, Bumblebee and Jazz were fighting off the same threat of _wall claws_. They kept Carly in between them to protect her. The wall claws persisted and flew and slinked around the trio so fast it was hard just to keep track of them. Bumblebee managed to take out several of them, though some managed to get through and scratch him. Jazz had about the same results, until one claw grabbed him by the arm. Bumblebee, with near pinpoint accuracy, blew that claw away without striking Jazz. With a nod to Bumblebee, Jazz went back to shooting at anything that moved. It might have ultimately been a loosing battle as more and more of the wall claws appeared. Bumblebee and Jazz kept shooting if only to keep their attackers at bay. Bumblebee became oblivious to a single claw creeping up behind him, but Jazz was paying attention and shot right in Bumblebee's direction. Bumblebee duck a split second before the shot hit him, which ended up hitting the claw. Jazz caught an accusing look from Bumblebee and shrugged it off. Between the two Autobots, Carly was holding her own. Her exosuit had a built-in plasma blaster. But she'd never fired one before, so the first was one of luck. Thankfully, luck was one her side as she shot one claw and then another. Jazz was impressed even as he kept shooting away. The claws backed the trio up toward a corner, and Jazz unknowingly backed right up against Cliffjumper, who'd been doing the exact same thing. On instinct, they turned right and aimed at each other and almost opened fire. Several more claws came about and the two Autobots fired. Spike joined the fray along with Carly and Bumblebee, until the quintet stood back-to-back-back to fight of the attacking wall claws. As more fell to gunfire, the claws finally receded into the walls and didn't return.

"Good seein' ya again!" Jazz told Cliffjumper.

"Yeah, likewise!" Cliffjumper said back.

Spike and Carly embraced and Spike asked, "Are you okay?"

"I'm fine," Carly said. "I thought I'd lost you."

"You don't rid of me that easy." Spike joked.

Bumblebee looked up and his became agape. "Guys!"

The others directed their gaze to Bumblebee, and then looked to where he was looking. Their collective mouths were now agape and Cliffjumper felt like he was about to eats his words of being watched. Above them were two gigantic green orbs, each of them about the size of five Devastators. They appeared totally inert and yet seemed to follow the quintet. Then a faint green light filled the area and slightly lit the darkness. It seemed to come from everywhere and that was when Carly noticed unusual markings. It all appeared to be in some ancient language. Bumblebee took noticed and discovered to his surprise what the runes were.

"No way," he whispered still audibly enough for the others to hear him. "I think this is ancient Cybertronian."

Jazz came up next to Bumblebee and used his visor to scan the runes. "My ancient Cybertronian is a bit rusty, but I think I can translate bits of it," Jazz scanned the runes while the other waited impatiently. They felt like they were alone. "You were right, Bee. This is all ancient. I'm mean like _ancient _ancient. Like _Alpha Trion_ ancient.

"I think we got the idea, Jazz," Spike said impatiently. "Can you tell what any of it says?"

"I barely got a single line. But I'm seein' reference to the Thirteen Primes and the Fallen, and it goes further into the past. All the way back to Primus himself and…" Jazz suddenly trailed off.

"And what, Jazz?" Carly asked.

"Unicron," Jazz whispered and looked as his comrades, a look of astonishment that had never cross his face ever in his life. "I don't think this is just some random roamin' planet. I think we're inside Unicron himself."

"You're kidding, right Jazz," Cliffjumper said. "This thing can't be _THE _Unicron. It's impossible."

"Well, this is it, Cliffjumper. And for once in my lifetime, I ain't got nothin' clever to say." Jazz exclaimed, still in shock.

"If you like that," Spike called out from across the area. "You're gonna _love_ this."

Jazz let the rest of the group to where Spike was standing. They stopped short of an enormous mechanism. It was impossibly big, bigger than all of the Transformer combiner teams put together. To Spike and Carly, it resembled a massive gear in a great machine. But to Jazz, Cliffjumper and Bumblebee, it was far more than just a gear.

"A conversion cog?" Bumblebee finally said.

"It's as big as Autobot City and the Ark combined. That's means," Cliffjumper said in awe. "If this thing's a Transformer, what's it transform into?"

Jazz was at a loss for words. "I don't think I wanna know."

As the group gazed in awe at the giant conversion cog, the two giant green orbs shimmered. They then moved ever so slightly that none watching would've noticed movement at all. They gazed down on the group, waiting and watching.

* * *

Autobot City

6:15 hrs.

It was early the following morning in the city. Preparing the two shuttles took longer than Ultra Magnus anticipated. At least the Decepticons didn't make another appearance. Not yet anyway. The Autobots were separated into teams on round-the-clock shifts to hasten preparations of the shuttles. Ultra Magnus led a team consisting Hound, Perceptor, Hotrod, Kup, Blur and Tracks in prepping the first shuttle, which was designated _Equinox._ Springer was in charge of prepping the second shuttle, designated as _Odyssey _with Mirage, Arcee, Breakaway, Pipes and Blaster. Meanwhile, Daniel was still sound asleep. Arcee figured he could use the rest after everything that happened. The attack on the city; the death of Optimus Prime; the disappearance of his parents. A teenager like Daniel could only take so much. At least he had some protection in the form of the Dinobots. Most of them were also asleep except for Grimlock and Swoop. Swoop was perched up high on a ledge to keep a look out for any Decepticon incursions. Grimlock was keeping his optics on Quickstrike. Velociraptors had a reputation for being ferocious, especially in packs. But Quickstrike was just one Raptor, one that Grimlock didn't fully trust. Daniel was just starting to awaken when Arcee arrived to check on him.

"How're you doing, Daniel? Sleep alright?" she asked.

Daniel stretched his limbs and lazily said, "Pretty much," He glanced at Quickstrike. "At least my limbs are intact."

Arcee smiled and looked up at Grimlock. "Thanks for looking after him, Grimlock."

"Grimlock, happy to help," said the brutish but otherwise good natured Dinobot. "Daniel, friend to Dinobots."

Quickstrike growled audibly, as if challenging Grimlock. "Daniel, just food to Quickstrike. And Quickstrike hungry."

Grimlock stood tall, proving that he was clearly bigger than Quickstrike. "Quickstrike, no eat Daniel. Daniel, friend not food. Grimlock, smash Quickstrike."

"Quickstrike, like to see Grimlock try."

But just as T-rex and Raptor were about to come to blows, Swoop squawked loud. "Swoop, see many flying things. This way, they come from east."

Arcee became concerned and used her optics to zoom in on the east. Indeed, she caught sight of several flying objects approaching. Most were unrecognizable, while some resembled Earth based aircraft. But they all a common telltale insignia; they were all Decepticons. Arcee knew time was short and picked Daniel up in her arm. The Dinobots, now all six of them, flanked Arcee as she got in contact with the other Autobots.

"Arcee to Ultra Magnus, we have incoming."

The massive fleet of aircraft descended upon the city. Leading the pack was a large dark purple spacecraft, a great, golden cannon situated at the front. To its right was a reverse winged fighter jet. To its left was a similar jet with non reversed wings. A squadron of wingless flyers brought up the rear while a black and silver spacecraft appeared above it. More aircraft appeared, all of them being Earth based fighter jets. The leading craft burst forth and toward the city.

Determined to see Ultra Magnus destroyed, Galvatron gave his first order. Decepticons Attack!"

* * *

Author's note: That brings another chapter to a close. The big difference here focused on what happened to Jazz and the other after Unicron ate the moons. Plus, I delved just a little bit deeper into the mythos of Unicron. And don't be alarmed; the poor speech at the end is how the Dinobots actually speak.

Also, I gave the two shuttles name to tell them apart. Be too confusing otherwise, don't you think? Stay tuned for the next entry and be sure to give me your thoughts. See ya soon!


	15. Believe It Or Not, This Is The Fun Part

Disclaimer: I had to make a couple of corrections in the last two chapters. Basically, I screwed up the chapter numbers but I fixed it. Such an oversight! Maybe I should stop with the Roman Numerals. Anyway, I don't own the rights to Transformers.

* * *

Chapter XIV

Tracks was the first to spot the incoming fleet of crafts coming directly for the city. The purple insignia on one of them was a dead give away. "We've got company, Ultra Magnus!"

Ultra Magnus looked up at the fleet and cursed to himself. "Looks like we'll have to bump up our trip! All Autobots to the shuttles."

The fleet of Decepticons descended hard and fast and opened fire on the grounded Autobots. Galvatron broke off from the pack and when right for Ultra Magnus. "I am Galvatron and I will crush you Ultra Magnus, just as Megatron crushed Prime."

From above, Galvatron fired with rapid fire guns beneath his wings. Ultra Magnus and other, including Tracks, Blur and Hound, rushed down a street avoiding shots. The street itself was narrow with a wall at one side, and a deadfall on the other side. They had to move fast in single file, which was difficult with Galvatron firing on them. Ultra Magnus and Hound stopped and fired back while Tracks and Blur ran passed them. He stopped too and fired at Galvatron. Galvatron proved his newfound air superiority, barrel rolling between shots and firing back. The Autobots ducked down to avoid the attack then returned fire. Ultra Magnus managed to strike Galvatron in the side, throwing the Decepticon leader off his path.

"You'll die trying, just like Megatron," he shouted then looked over to Blur. "Blur, head to the landing pad and get the Dinobots onto one of the shuttles."

"Why-do-I-have-to-drag-the Dinobots-onto-a-shuttle? Why-not-Kup-or-Perceptor-or-maybe-even-Daniel?" Blur whined in his usual speech.

"Just do it, Blur. Tracks, go with him." Ultra Magnus ordered.

"I-gotta-do-all-the-grunt-work," Blur continued to whine. "That's-not-fair-that's-not-fair-that's-not-fair-at-all."

"Shut up, Blur." Tracks shouted.

Tracks and Blur moved on while Ultra Magnus and Hound covered them. Other Decepticons made a rapid push toward them. From the look of it, it was Dirge and Thrust and a black and silver Decepticon the Autobots didn't recognize. The two Autobots attacked anyway, managing to strike Dirge on his underside and missing Thrust and the mystery 'con. The mystery 'con then disappeared from sight. A Decepticon with cloaking abilities, Hound thought as Magnus directed him forward. But the mystery 'con reappeared ahead of them and fired. Ultra Magnus and Hound hit the ground and just barely avoided the fire, and then continued on. The mystery 'con vanished again. This time, one of the wingless flyers came after them. But it didn't count on Breakaway appearing. Having assumed his alternate strike fighter form, Breakaway fired on the flyer. A direct hit. The flyer spiraled out of control and slammed into the moat far below the city. Another craft, this one a midnight blue/silver, appeared and fired on the silver and white fighter jet. A dog fight ensued between them.

Elsewhere, Acree and Daniel were accosted by the giant, reverse winged fighter known as Cyclonus. Hotrod was rushing after them when he saw Cyclonus fly passed them. Then he banked back and came right for them. He fired and blasted a portion of the walkway apart. Arcee managed to stop, but Daniel's own momentum nearly carried over the edge. Hotrod picked the pace just as Arcee just barely caught Daniel. Cyclonus flew passed them and off into the distance.

Whoa, that was too close," Daniel said. "Thanks, Arcee."

"Don't mention it, but stay close next time." Acree said as Hotrod came up to her.

"You'd better stay close to me, Arcee." he said.

Then Arcee pushed Hotrod to the side as Cyclonus was making another pass. They just barely avoided the oncoming shots and Cyclonus passed by. Arcee glared at Hotrod. "No! You'd better stay close to me."

"Hey lovebirds," said the hovering attack helicopter form of Springer. "Save it for fieldtrip."

Over by an abandon corridor, Kup, Mirage, Perceptor, Pipes and Blaster were fending off passing Decepticons. Most of them were Sweeps, led by a slightly larger and darker Sweep. The large one assumed proto form and charged right at Kup. Scourge formed an axe from his right arm and looked to nail Kup. Kup didn't have a melee weapon, and didn't need one. He let Scourge charge. Scourge closed the distance and swung wildly, and Kup simply side stepped him. Scourge righted himself and attacked again and missed again. Kup was proving himself the more capable fighter in spite of his advanced age and easily outmatched Scourge. This allowed Mirage, Perceptor, Pipes and Blaster to strike Scourge and force him to retreat. Mirage smiled but didn't see the black and silver Decepticon appear behind him. In a single, flawless motion, the mystery 'con drove a broad sword right through Mirage's back and then pulled out. Mirage's lifeless form slumped to the side and the other Autobots looked on in shock.

The mystery 'con, callous and arrogant, finally introduced himself. "Name's Sideways. Now, who's next to fall?"

Pipes, angered at the loss of Mirage, fired at Sideways. The other Autobots followed suit. But Sideways had more than one trick up his sleeve. (so to speak) Like a technological wraith, Sideways vanished from sight, then reappear right in front of Pipes. He dealt the smaller Autobot a none-life threatening blow to the lower chassis, and then another blow to the mask covering his face. Finally, a straight kick sent Pipes into Blaster, and the force of the impact sent them both through a far wall. Debris fell around them and pinned them. Only Kup and Perceptor remained but for reasons unknown to them, Sideways assumed alt form and took off. Though confused, Kup and Perceptor checked on Blaster and Pipes. Before Perceptor could try to help them, another Sweep came barring down on the group rapidly, quickly assume proto form before hitting the ground. He sneered menacingly at Kup and Perceptor and unsheathed an energy mace. But before he could make his move, an unknown road vehicle, dark brown with a hint of green, emerged from a far corner. The vehicle assumed a bipedal form that Kup and Perceptor didn't recognize, but it did bare the Autobot insignia. The mystery Autobot pulled out an energized battle axe and swiftly sliced the Sweep in half. Then he turned to the two Autobots, a face mask cover his mouth.

"You boys alright?" he asked in a familiar voice.

Perceptor recognized the immediately. "Brawn, is that you?"

The Autobot, appearently Brawn reborn, pulled Kup and Perceptor to their feet. "New and improved! That Wheeljack can work wonders, huh?"

"Save it for later, boys," Kup said. "We've got to help Blaster and Pipes."

With a nod, Perceptor went over to Blaster. "Are you alright, Blaster? Anything damaged?

Blaster shook his head. "Just my pride! Pipes is out cold this debris got us pinned."

"We'll get you out." Kup assured Blaster.

"No, don't worry 'bout us," Blaster said. "Just get to the shuttles. We'll be fine. Go!"

Perceptor didn't like leaving his friend Blaster behind, but he knew there was no choice. "We'll be back for you, Blaster. I give you my word."

"Just go, Perceptor. Go." Blaster confidently said. "I'll bug ya later!"

Perceptor felt Kup's hand on his shoulder as the Autobot veteran motioned him to move. Reluctantly, Perceptor obliged. Kup and the new Brawn assumed alt form with Perceptor climbing onto Kup. Then the three of them sped off, sadly leaving Blaster, Pipes and the dead husk of Mirage behind. Several minutes into their run toward the shuttles, they were joined by the alt forms of Hotrod, Arcee and Springer. As they rushed forward, they came under attack by Cyclonus and Scourge. Then a pillar of fire shot straight up at them, burning Cyclonus and sending Scourge retreating. The attack came from the Dinobots Sludge, Snarl and Slag in particular. Adding to the return fire was Swoop in the air, where he easily picked off random Sweeps and nameless Seeker drones. Meanwhile, Ultra Magnus fought off various 'cons on the ground with Hound. That was until Galvatron returned ready to fight. He assumed proto form mid flight, landed groundside with a heavy thud and confronted Ultra Magnus. A sinister smile crept across Galvatron's face.

"Hello, Ultra Magnus! We've important business, you and I." And Galvatron activated an energized duel edged sword.

Without removing his optics from his confronter, Ultra Magnus said to Hound, "Get to the shuttle and make ready for launch. I'll catch up when I can."

"But Magnus…" Hound started to say.

"That's an order, Hound," Magnus said, and Hound continued on toward the launching area. Magnus then faced his opponent. "Megatron!

Galvatron simply shook his head lightly. "No. I'm simply the ultimate evolution of Megatron. Smarter, stronger and more ruthless than he ever was. I am Galvatron, and I've come for the Matrix of Leadership. I suggest you hand it over."

Ultra Magnus tensed and soon revealed his favorite melee weapon; a massive hammer. "I won't hand you anything except a crushed head."

"Funny," Galvatron said, clutching his sword and tapping his foot on the ground. "That's exactly what I did to Starscream. Tell me, Magnus: what were Optimus Prime's final words before he died?"

That set off Ultra Magnus enough for him to take the offensive. He charged a swung his hammer wide and Galvatron sidestepped and parried. Galvatron went for a quick thrust only for Magnus to bat the attack away. Magnus responded with a vertical swing and missed Galvatron. The hammer hit the ground with such for that several electrical arcs sparked across the ground and dissipated. Galvatron attempted a wild swipe, Magnus parried and swung wide, and Galvatron responded again. Though they seemed evenly matched, Galvatron was clearly the superior combatant. After a back and forth flurry of steel on steel, Ultra Magnus and Galvatron reached a stalemate. Ultra Magnus readied himself for the next round, and Galvatron simply stood unthreatened.

"I'd expected Optimus Prime's successor to be a worthy challenge," he said with a cold sneer. "So far, I'm not impressed. Now, the Matrix if you please."

"Why do you want the Matrix?" Ultra Magnus asked.

But Galvatron didn't answer. Instead, he charged with sword pointed at his front. Ultra Magnus sidestepped and let the sword slice straight down into the ground. Then he pinned the sword with his hammer. Galvatron was taken aback and took a straight punch to the face, forcing him back. He wiped a small bit of oil from his mouth and sneered. But before they could continue, a Seeker drone came barring down and fired at Magnus. But the drone's aim was off and it almost hit Galvatron. Ultra Magnus used the distraction to make his escape. When Galvatron finally realized what had happened, he blasted the Seeker drone and then assumed alt form.

Ultra Magnus soon ran into Hotrod and the others on the way to the shuttles. The only Autobot unaccounted for, besides Blaster and Pipes, was Breakaway. He was still locked in a dogfight with the midnight blue/silver Decepticon flyer. Magnus could only hope that Breakaway could catch up with the Autobots before launch. The group continued on until they reached the shuttles, the _Equinox_ and the _Odyssey_. Then Magnus noticed to his chagrin that Blur hadn't loaded the Dinobots aboard the _Odyssey_.

"C'mon-Grimlock-you-brain-dead-lizard. We-gotta-get-on-the-shuttle-before-we're-blown-to-bit. Be-a-nice-dino-and-get-on-the-shuttle-pretty-please. Pretty-pretty-pretty-please." Blur said almost all in one shot. Then he pulled on Grimlock so hard that when he lost his grip, he flew backwards into the shuttle. "Ouch!"

"Blur, what's going on," said Ultra Magnus as soon as he arrived. "Get the Dinobots on the shuttle."

Blur reappeared from within the _Odyssey_. "I'm-trying-to-get-them-in-shuttle-Ultra-Magnus…" Blur bolted right up to Magnus. "…Because-I-know-we-launch-the-shuttle-until-I-get-them-in-the-shuttle…" Then Blur tried again to move Grimlock, who wouldn't budge. "…But-I-can't-seem-to-get-them-into-the-shuttle-because-they're-being-impossible!"

"Great!" said Magnus.

"There are more problems, Magnus," said Perceptor. "Mirage is dead and Blaster and Pipes are pinned underneath some debris. I've sent word to the Protectobots but…"

"I get it, Perceptor," Magnus send and turned to Tracks and Hound. "Tracks, Hound, you two stay here and help Hotspot and his team when they arrive. Once you've finished helping Blaster and Pipes, head back to Autobot Headquarters. Kup and Hotrod, you boy get the Dinobots aboard and get out of here."

"Great, we get stuck with these bozos!" Hotrod said out loud.

With that, the Autobots dispersed into groups. Hound and Tracks transformed and race back into the city. Ultra Magnus let a group consisting of Perceptor, Blur, Springer, Arcee and Daniel, along with the newly reborn Brawn, toward the _Equinox_. Kup and Hotrod were given the unenviable task of loading the Dinobots onto the _Odyssey_. As all this was going on, Breakaway was still airborne versus the blue/silver Decepticon with neither of them gaining the upper hand. On a gamble, Breakaway transformed mid-flight and fire his sniper rifle at the 'con. The Decepticon dodged the shot, transformed and collided with Breakaway. They tumble over each other toward the ground and landed with a might clang of steel on steel and rolled to a stop. Breakaway, having been pinned down, looked up and was shocked to find that his opponent was female. Breakaway's blue optics met the femme 'con's silvery white optics and they were collectively awestruck.

"Hi! I'm Breakaway." Without a word, the female 'con pulled away and aimed her weapon at Breakaway. Then she launched away into the sky. "Hey wait, don't I at least get your name?" Breakaway asked.

"Breakaway, let's go." Kup called from the _Odyssey_.

Breakaway would have to wait for another time to the femme 'con's name and headed into the _Odyssey_. Halfway in, Breakaway helped Hotrod pull the uncooperative Grimlock on board, while the rest of the Dinobots followed suit. Once the hatch was closed behind them, the three Autobots crew started the main engines of the shuttle. The _Odyssey _roared to life, slowly but surely taking off into the sky even as Decepticon Seekers and Sweeps alike shot at it. Most of the shots bounced harmlessly of the hull.

"Let's hope this bucket of bolts can get us home." Kup said.

"I second that," Hotrod agreed and looked over at Breakaway. "By the way; what in the flaming, smelting Pit was that?"

"Was what?" Breakaway asked.

"You were ogling a fragging Decepticon. You know that, right?"

Breakaway was feeling embarrassed. "I couldn't help it, Hotrod. I didn't even know that Decepticon was female. And in retrospect, she was kind of cute."

"Are you serious?" Hotrod shouted.

"Don't judge me!" Breakaway shouted back.

"Can you boys save the chatter for later? Engage the booster's for Cybertron's sake," Kup demanded. Then he turned around to meet Grimlock's giant snout. "Get your noodle outta my face, Grimlock!"

"Grimlock, love Kup's war stories. Tell Grimlock a war story. Please!"

"I'm gettin' too old for this."

The _Odyssey_ rose up into the blue sky, the Earth's sun gleaming from the hull. Miring the image were several Decepticons still in pursuit, only to be forced to ditch. They would turn their attention to the still grounded _Equinox_. Ultra Magnus and Perceptor provided cover while Springer, Blur, Brawn and Arcee carrying Daniel entered the shuttle. Ultra Magnus had glanced back enough to spot the unknown Autobot with the other, not knowing it was Brawn rebuilt. Regardless, Ultra Magnus motioned for Perceptor to get on board and engage the engines. From up above, the elite Decepticons; Galvatron, Cyclonus, Scourge, Tempest and Sideways, descended like hungry vultures on the _Equinox_. Ultra Magnus rushed into the shuttle, entered a vacant seat at the helm along with Springer and Perceptor, and the Equinox rose toward the sky. Of the pursing fleet of 'cons, only Galvatron himself followed. He charged his main particle cannon and fired. The shot went wide, too wide and missed the _Equinox _entirely, which soon disappeared into the stratosphere along with the _Odyssey_. Galvatron assumed proto form and remained in midair and was soon joined by his most loyal follower, Cyclonus.

"They have escaped, Galvatron." he said in cold, emotionless tone.

"Yes they have, Cyclonus," Galvatron mused, his words sounding as if he'd anticipated the days' events. "But it won't be for long."

* * *

Springer checked the readouts and so far, they were promising. He slumped back in his seat. "No sign of pursuit, Magnus. Looks like we're in the clear!"

Ultra Magnus felt uneasy. "That was too easy. They let's us get away," Magnus hit a switch which activate the intercom. "We've lost them for now Autobots, so rest while you can but stay alert."

"Let 'em come," thundered the rebuilt Brawn. "I'm itching for a little payback.

"Glad to see you haven't changed, Brawn," Perceptor said with a smile then looked back the console. "I've received word from Hotspot. He and his team have just arrived in the city and are tending to Blaster and the others."

"Let's hope they can avoid any unwanted attention," Ultra Magnus said and walked over to the new addition to the Autobots. "It's good to have you back, Brawn."

"Good to be back, but the _Brawn_ name is so 1986. Seeing as I feel like I belong on the Australian outback, I'd like to be known as such."

Ultra Magnus smiled and shook his head in amusement. "Fair enough. As of now, you're now designated under the name, _Outback_."

"What about Skyfire?" Springer asked.

Brawn, now rechristened as Outback, hung his head. "Honestly, I doubt Skyfire will ever be the same again."

"We can't deal with the now," Magnus said solemnly. "Let's just focus on getting to Cybertron."

Springer looked over at Daniel and said, "Looks like we're shipmates now, squirt."

"Cool, I've never been in space before." Daniel said with a slight air of nervousness.

"Believe it or not, this is the fun part," Springer said with a smile. "But if you get space sick, you're walking home."

* * *

Author's note: The fun's just beginning, Springer! As always, there are a few differences between this retelling and the movie. For one, the escape scene has been extended, including a brief face off between Galvatron and Ultra Magnus and a dogfight between Breakaway and Tempest. Just to clarify for you, Breakaway is male and Tempest is female. Just throwing that out there. Hint, hint!

And Brawn is back in action, now known as Outback. That should give you a hint regarding the future of Skyfire. Let me know what you think.


	16. The Autobots Have Been Terminated

Disclaimer: So, the last couple of reviews I've received made me think. Ouch! Apparently, I didn't give a detail background on a number of characters, (Slipstream, Breakaway, etc.) I can't just go back and add stuff because I don't want to interfere with the flow of the story. However, I'm considering writing a detailed interlude at some point regarding the origins of, well, you-know-who. Again, it's just a consideration.

Anyway, I don't own Transformers and I never will.

* * *

Chapter XV

The crew of the _Equinox_ was uneasy as it traveled with the _Odyssey_ through Earth's solar system. In fact, they were just passing Neptune. Daniel looked through the view port at the gas giant. Most of the Autobots didn't notice the young human's awestruck gaze except for Springer. He couldn't help but be somewhat amused.

"Nice huh?" he said.

Daniel could only glance briefly at the bright green Autobot. "Yeah, it's pretty cool. You were joking about making me walk home, right?"

Springer shrugged. "Maybe!"

"Stop playing with him, Springer." Arcee laughed.

"What?"

Ultra Magnus was listening to the banter and smiled, and then hit a switch. "_Equinox_ to _Odyssey_. Kup, what's your status?"

_"This is Hotrod. Kup's kind of busy right now."_

"What's he doing?" Ultra Magnus asked.

_"Um… telling war stories to the Dinobots,"_ Hotrod said. _"Anyway, all systems check out good and so far, there's no sign of the Decepticons."_

"Let's hope it stays that way. Keep me posted. Ultra Magnus out."

"Am I the only one getting a bad sizzle in his circuits," Outback asked aloud. No one answered. "Guess so!"

"Ultra Magnus, I'm picking up some unusual readings. Very unusual and yet, almost…" Perceptor trailed off and unwittingly left the other Autobots in suspense.

"Almost what, Perceptor?" Ultra Magnus asked.

"Familiar. Some trace readings of energon. Very faint."

"On screen."

Perceptor flipped a few switches and pressed a couple buttons until the view port showed an image. Stunned silence washed over the Equinox crew as they looked at the image of… something. It wasn't a Decepticon cruiser or even a single Seeker. It wasn't the monster planet that threatened Cybertron, come to the Sol System. Yet, it was something both familiar and unfamiliar. It appeared to resemble a giant ring, but composed of an unknown metal.

* * *

On the _Odyssey_, the crew there had seen the same image. The only one to be able to recognize the object was Kup, and he too was in awe. "You've got to be kidding me."

"What is it?" Breakaway asked.

"Believe it or not, it's a Space Bridge," Kup finally revealed. "Orbital style!"

Breakaway and Hotrod looked Kup in shock. "You can't be serious; that's a Space Bridge?" Hotrod asked, pointing at the image.

"That thing's gotta be millennia old." Breakaway said.

"Older," Kup stated. "That machine goes all the way back to the last Golden Age, long before the start of the Great War."

* * *

Over on the _Equinox_, Ultra Magnus was discussing the ancient machine with Perceptor. "Any chance we'll be able to use this thing? Maybe get to Cybertron through it?"

"I wouldn't recommend it," Perceptor said. "Based on preliminary readings, there's barely enough energon to transport even half of one shuttle, let alone two whole ones."

"So there's no point in using this Space Bridge?" Arcee added.

"This particular Space Bridge and others like it if they exist at all, is a relic from a time when the dinosaurs still walked the Earth," Perceptor explained. "So yes, Arcee; using this Space Bridge in its current state of inactivity would be a fatal mistake."

Hearing Perceptor's final judgment caused Ultra Magnus to sigh in frustration. "Let's keep going."

The two Autobot shuttles continued on passed the defunct Space Bridge, a relic now of a long lost time. It was now nothing more that the ancestor of the current Earth based Space Bridge that lead into Shockwave's laboratory on Cybertron. Even that was danger of no longer being of use. So many Eons passed since the Transformer race made use of such technology to get to long forgotten, far-flung planets like Gigantion and Velocitron. A question arose among the minds of certain shuttle crew members, Ultra Magnus and Kup in particular. Where those planets, once part of a greater Cybertronian culture, still inhabited? The only Autobot that Magnus or Kup could reasonably assume would know the answer was the late Alpha Trion. And perhaps maybe, Optimus Prime. As the keeper of the Matrix however, Ultra Magnus might have known for sure. But he didn't know. He could only speculate as the shuttles approached the boarder separating the Sol system from the rest of the galaxy.

* * *

Time passed by slowly. The shuttle crews did what they could to pass the time before they reached Cybertronian Space. They had entered into an uncharted area of space not currently on the charts. On the _Odyssey_, Kup appeared distracted. He was still racking his head, trying to remember the last great fight he'd ever fought on his heyday. In the background, Kup could hear Hotrod and Breakaway sparring with each other. Each of them held an energon sword in one hand, and a shield in the other. The six Dinobots lazed about on the deck. Snarl and Sludge appeared to be asleep, while Slag, Swoop and Grimlock were keeping an optic on the irascible Raptor Quickstrike. There were rumors that Quickstrike's personality component once belonged to a Decepticon called Lugnut. Lugnut was a ruthless and quick-tempered but stupid soldier who was killed early in the Great War by a very young Optimus Prime. Hence the quick-tempered attitude that Quickstrike possessed, or so the rumors went. Rumors to which Hotrod and Breakaway paid no mind. They continued to spar, evenly match for most of the time. Breakaway however was faster than Hotrod, being built with a Seeker chassis and having taken the form of a next generation fighter jet, an F-35 Lightning. That made Breakaway faster than most of the Decepticon Seekers. But he was still young, younger than Hotrod, and he made mistakes. Mistakes like his latest, dropping his guard briefly for Hotrod to trip him up and to the floor. Hotrod then jabbed the point of his sword to Breakaway's neck, inches separating them. Hotrod nodded.

"Getting better, Breakaway," he said, holding his hand to Breakaway, who to it and was pulled up. Hotrod then turned to Kup. "Hey Kup, don't you think we've got better to do than just daydream?"

Kup turned around in his seat and glared at Hotrod. "Like what? I'm open to suggestions."

"Oh, I don't know," Breakaway said. "Maybe like, try to figure out how we're gonna rescue our friends and then save Cybertron."

"Like I hadn't though of that." Kup sarcastically said.

Then Grimlock lumbered up to Kup. "Grimlock bored. Grimlock want to hear Kup's war stories."

Kup smiled even as he had to push Grimlock away. "One of my war stories huh? Okay! I'll tell you about my last mission on Beta Four. I swear, the dust was so thick that me and my team had to use windshield wipers on our optic sensors."

Grimlock suddenly stomped and flailed his tiny T-Rex arms, knocking Swoop to the floor with a crash. "Grimlock, no care about wipers. Want to hear good part of story."

From the floor, Swoop, knocked loopy, flapped his wings and added, "Good part, Kup. Tell Swoop good part."

"Settle down. Good part huh? Okay then," Kup said with a wave of his hand. "Anyway…"

As Kup went right to the good part of his story, Hotrod shrugged at looked at Breakaway. "You just had to get him started."

"Yep! Rematch!" Breakaway shouted before hitting Hotrod in the back with his shield.

Hotrod retaliated and the two Autobots returned to their sparring session. For the next long stretch of time, the shuttles continued traversing through space. Nothing out of the ordinary drew much cause for concern. A cluster of stars here, a random comic there. All seemed relatively quiet. Another hour or so, the shuttles passed by a barren asteroid that would've appeared unremarkable to the naked eye. Except that something was lurking behind the asteroid, waiting. Then a series of flickers lit up and formed the outline of a large vessel. A vessel that was now emerging from hiding from hiding and began following the shuttles. With armaments at every portion of its structure, the greatest tell tale sign with the image of the Decepticon insignia on the hull. It soon fired on the shuttles, missing them by only a fraction. It was enough to get the Odyssey crew's attention, evident when Breakaway fell backward.

"What was that?" he asked.

Kup checked the monitor and recognized the vessel. "Scrap! It's a Nemesis-class battleship."

A response from Ultra Magnus came in through the intercom. _"Equinox to Odyssey; take evasive action."

* * *

_

"Autobots in range, Galvatron." said Barricade from the helm of the Nemesis.

Sitting at either side of Barricade was Wreckage and Soundwave. "Heat seekers ready." Wreckage reported.

Pacing back and forth behind Wreckage and Barricade was Galvatron himself, backed by his elitists Cyclonus, Scourge, Tempest and Sideways. "Fire at will." Galvatron ordered.

The _Nemesis_ opened a series of compartments around its hull and what looked like a thousand missiles launched into space. The missiles, heat seekers, trailed after the shuttles and closed fast. The shuttles collectively and narrowly avoid the heat seekers and let them pass by, but the heat seekers turned around sharply. They then went for the nearest target, the _Odyssey_ and seemed to ignore the _Equinox_. That was until some broke off and headed for the _Equinox_.

"Heat-seekers-incoming-heat-seekers-incoming." Blur chattered away.

"Launch countermeasures!" Ultra Magnus said.

It was Outback who was taking the order as he slammed a switch on the console. The _Equinox_ veered sharply to starboard and as it did, a cascade of flares rained down from the rear. The heat seekers homed in immediately on the flares and ignored the shuttle. Seconds later, an explosion followed and based on its proximity to the _Equinox_, rocked the shuttle and everyone inside. Sparks flew out of various systems before Springer and Ultra Magnus could right the shuttle. Meanwhile, the _Odyssey_ was still being pursued by the remained heat seekers, most of which were steadily closing. Hotrod checked the readout and didn't like the look of it.

"Those heat seekers are closing on us and fast." he said.

A though occurred to Kup. "Yeah, kind of like the Shrike Bats of Dramodon."

"The what?" Breakaway asked in confusion.

Ignoring the younger Autobot, Hotrod asked, "How'd you beat them?"

With his hand under his chin, Kup thought and said, "I'm trying to remember. There were an awful lot of casualties that day."

"There's gonna be some casualties here too," Breakaway said worriedly. "Better hurry up, old timer."

"Gimme a minute," Kup bellowed. "Of course, we rewrote and corrupted the polarities of the Bats' scenery outputs."

"What'd you do?" Hotrod asked.

"We blinded them." Kup simplified.

Hotrod got the idea and piloted the shuttle accordingly. It was just a question of whether or not Kup's advice would be useful. The _Odyssey's_ underside thrusters ignited and elevated the shuttle straight up just as the heat seekers closed in. Then a flash of electromagnetic energy pulsated and bathed the missiles as the passed by. The heat seekers continued onward toward the front of the shuttle where Kup, Hotrod and Breakaway could clearly see them. The missiles began to bank around and appeared to be heading straight for the _Odyssey_, but then they banked again directly into each other. A giant cloud of fire and smoke appeared, and the _Odyssey_ was headed right for it. Hotrod piloted and pulled the shuttle up to starboard as hard as his gyros would allow. The _Odyssey_ ultimately avoided taking any heavy damage though the hull was burned significantly, and the shuttle was righted. Hotrod and Breakaway breathed a sigh of relief, but Kup was wary.

"Alright, we survived that." Hotrod said.

"Yeah, but will we survive this?" Kup asked when he saw the image of the _Nemesis_ closing in from behind.

* * *

Inside the bridge of the _Nemesis_, Galvatron was still pacing back and forth and making everyone nervous except for Soundwave. "Soundwave, damage assessment on that shuttle."

"Analyzing: shuttle integrity compromised, thrusters offline, countermeasures offline." Soundwave said.

_All the info I needed._ Galvatron thought and turned to his most loyal elitists, Cyclonus and Tempest. "Cyclonus, Tempest, transform and finish off that shuttle."

"As you command, Galvatron." Cyclonus said with a bow.

Galvatron then turned and pointed to Soundwave. "And once they've launched, Soundwave, continue pursuit of the other shuttle."

"I don't understand," Tempest suddenly said, gaining Galvatron's undivided (and angered) attention. "Is it not wiser to commandeer the shuttle? Take the crew hostage?"

"Are you questioning my command, Tempest?" Galvatron asked with his face inches from Tempest's.

Tempest was having trouble meeting Galvatron optic-to-optic. "No, Galvatron. I'm simply stated the alternatives."

Galvatron leaned in so close to Tempest's face than Tempest could almost hear the gears turning. "I'm starting to think you feel compassion for the Autobots, Tempest," And then Galvatron seize Tempest by the neck. "Compassion is the surest sign of weakness and it is something I will not tolerate from you or anyone under my command," Then Galvatron released his grip and let Tempest fall to the floor. "Do I make myself clear?"

Tempest struggled to collect herself. "Yes Galvatron." she panted.

Slipstream had been listening in and muttered to herself, "Amateur."

Galvatron nodded his sadistic approval before motioning for Tempest to take her leave with Cyclonus. On her way out, Tempest caught the mysterious Sideways standing by, stoic and emotionless. Something about him made Tempest more uneasy. She ultimately ignored it and moved on to where Cyclonus had opened a lower hatch leading out into space. Cyclonus leapt out first, assuming his reverse winged jet mode and rocketing toward the damaged Odyssey. Tempest followed and assumed alt mode. In mere moments, the two Decepticon flyers closed on the Odyssey. Cyclonus fired first, striking the shuttle's starboard side and then flying directly in front of the shuttle. Tempest approached from the port side but seemed to stall. This attack seemed wrong to her, but the threat of Galvatron made her fire anyway. She struck the port side hull causing fire to spill from the shuttle. Cyclonus made another pass, this time striking the underside while Tempest struck the topside. The final, crippling shot came from Cyclonus, who struck the primary fuselage. The hull of the shuttle erupted in a fireball, while inside it was shaking violently and throwing the crew to the floor, Autobots and Dinobots alike. Kup managed to reach the console and tried to get the _Equinox_ through the intercom.

"This is the _Odyssey_, we've taken heavy damage. We're losing lateral control."

"Primary and secondary systems failing," Hotrod said. "We're going down…"

* * *

"Kup, come in," Springer said into the intercom and getting only static. "No response, Magnus. Sounds like the _Odyssey_ crew just bought it."

"Can't deal with that now, Springer," Ultra Magnus said. "That warship is closing fast."

"We've gotta face facts; the Decepticons will keep dogging us until they see us dead." Springer said.

A thought occurred to Ultra Magnus and quickly became an idea. He began tapping on the console, and Outback asked, "What're you doing, Magnus?"

"The Decepticons want to see us dead. I say we give them what they want," Magnus explained. "All hands, prepare for emergency separation."

"What?" Outback shouted.

"That's too dangerous, Magnus." Perceptor said.

"We've got no choice." Magnus said.

"With-all-due-respect-Ultra-Magnus-ARE-YOU-CRAZY," Blur chattered. "You're-gonna-get-us-all-killed."

"Shut up, Blur!" Springer shouted.

Ultra Magnus made the final preparations, and then slammed the designated switch. The _Equinox_ trembled. A small screen on the console showed the front portion of the shuttle separating from the remained. The crew was sent shaking and bracing themselves, several of them hoping that Magnus's plan would work. The _Nemesis_ slowed its pursuit as Cyclonus and Tempest flanked it, and on Galvatron's orders, the warship fired the last on its armaments. The missiles rocketed off toward the shuttle. One by one, the missiles impacted the shuttle and tore it apart. Two or three missiles later, the shuttle detonated in a brilliant fireball. The Nemesis crew shielded their optics, except for Galvatron. He wanted to watch every moment of the Autobot's destruction. He did so with an evil smirk as the cloud of fire and smoke began to fade. Galvatron felt the smirk fade away.

"No energon signatures detected." Soundwave said.

Scourge stood next to Galvatron, who had his arms crossed. "Then the Autobots have been terminated."

"I want to be certain that they are dead, and the Matrix with them," Galvatron whispered. "Have Cyclonus search the debris and bring Tempest to me at once. I want to…" Galvatron suddenly grabbed his head and collapsed to his knees.

The crew looked on in confusion, with the exception of Sideways, as Galvatron flailed and rolled across the floor in agony. "What with him?" Barricade asked Wreckage.

"How should I know?" Wreckage responded.

"Keep it quiet, you morons." Slipstream said to them.

"What'd you care, Slipstream?" Barricade asked.

Slipstream glared at Barricade and stated, "Whoever said I cared?"

Meanwhile, Galvatron trembled, and he even scratched his head in vain attempt to stop the pain. He knew right then and there who was behind the torture. "Scourge, you have the bridge."

With that, Galvatron stumbled off. Of the crew, only Sideways stayed fixed on Galvatron, and his optics glowed a sickly green. For he also knew what, and who, was torturing the Decepticon leader.

* * *

Author's note: Oh my God, I killed the Autobots! YOU BASTARD! Sorry, couldn't help myself.

Anyway, I can't seem to pinpoint the differences between this and the movie, except for the sparring scene with Hotrod and Breakaway. Oh, and the really, really, really old orbital version of the Space Bridge. I figured a brief historical reference into the technology behind the Space Bridges would be cool. But that's totally up to you to decide. Let me know what you think.


	17. I'd Say It Was a Good Choice

Disclaimer: Well so far, everything's going well I see. I can feel my head expanding. Does anyone have a pin? No? Damn. As usual, I don't own the rights to Transformers.

* * *

Chapter XVI

Galvatron stumbled to a halt in a corridor of the _Nemesis_. He slammed his fist against the die cast steel wall, holding his other hand against his head. He felt and heard what sounded like scratching in his mind. It reached the point of Galvatron wanting to rip his own head off to stop the pain. More so than he'd wanted to rip the head off of the first Autobot he'd find. Galvatron pounded the wall with enough force to cause a tremor. He was trembling, clutching his head as the pain seemed to increase. Galvatron knew who was behind the searing pain and as he gazed at the wall, half expecting to see his refection, he instead saw a yellowish white light.

"Unicron," he said with ample struggle and torturous pain. "Why? Why do you torture me?"

The light seemed to separate in two, resembling menacing eyes. Or optics. A voice, dark and ominous, began speaking to Galvatron through his mind. _**"You have failed, Galvatron."**_

"No, you're wrong, Unicron," Galvatron spat. "I did everything you asked of me. Ultra Magnus is dead. His followers are all dead. And the Matrix is destroyed."

_**"No, Galvatron. The Matrix still exists. Ultra Magnus still lives," **_The frightening eyes fluctuated briefly, and Galvatron wondered if they were real or simply in his head as Unicron continued. _**"Even now, he escapes your grasp as we speak. You will stalk him, find him, and tear him and his Autobots apart. And, **__**you will**__** destroy the Matrix."**_

Galvatron might have known better than to question Unicron, but he did so regardless. "What happened to bringing the Matrix to you? Are you…" The pain was steadily becoming more and more unbearable for Galvatron as he continued to speak, "Are you that scared of something so insignificant? Are you… are you afraid?"

Then Galvatron crumpled to the deck clutching his head. The scratching and screeching grew louder, more torturous and searing than anything Galvatron had ever endured. Perhaps, he assumed, questioning Unicron was unwise. In the past, as Megatron, he'd done much the same to any Decepticons who dared to question him. And now, Galvatron was experiencing the pain. Only, this pain was a thousand fold. It was steadily becoming too much. But then the noise, the pain stopped suddenly. Galvatron shook his head to make certain the pain had gone and Unicron had ceased his seemingly endless abuse of him. He tried to stand upright, briefly losing his balance and pressing his shoulder against the wall. As he tried to right himself, Galvatron caught sight of Sideways. Sideways was leaning against the same wall, arm folded. The audacity, Galvatron assumed.

"Looks like you ticked off the big boss," Sideways said in a cool, yet haunting tone. "How'd that work out for ya?"

Galvatron sighed in annoyance and asked, "What do you want, Sideways?"

"Oh, nothing much! Just thought you'd want to know that Tempest has just boarded," Sideways said as he righted himself. He turned without a second glance at Galvatron. "I'm sure you'll be looking to administer a thorough riot act on her."

Something within Galvatron made him raise his particle cannon and aim at Sideways, and Sideways stopped in his place. "You claim only to be a drifter, Sideways. But I am no fool, and I don't like when my Decepticons lie to me. Why are you really here?"

Without turning to look at Galvatron, Sideways calming said, "You might be right on the credits. Maybe I'm who I say I am, and then again maybe not. In the latter case, you wouldn't hesitate to pull the trigger," Then Sideways, turned his head so he could meet Galvatron's gaze. "But can you really afford to take that chance, especially if the Autobots are still functional?"

With that, Sideways sauntered off. Galvatron still had his particle cannon fixed on the mysterious Decepticon drifter until he'd disappeared around a corner. As he finally lowered his weapon, Galvatron glared at the wall and saw only his reflection. The supposed _eyes_ of Unicron were gone, if they there at all. Galvatron pondered this, questioned whether or not it was all in his head. The torture itself felt real. It was real as far as he knew. It didn't matter now; Galvatron had to refocus. If the Autobots survived, he'd find them. But first thing's first; Galvatron needed to have a chat with a certain femme 'con.

* * *

The lifeboat that used to be part of the bulk of the destroyed _Equinox_ was already starting to fall apart. Pieces of the hull were coming loose and sent drifting into space. Inside, it was shuddering and making the crew nervous. Ultra Magnus was the only one succeeding in maintaining his composer, and most of the crew followed his example. Except for the oft-jittery Blur; this was evident when a small piece of the wall fell right next to him.

"Yikes," he yelped and caught everyone's attention. "This-is-bad. This-is-very-very-very-bad. The-shuttle's-gonna-fall-apart-before-we-even-make-it-to-Cybertron. We're-all-gonna-die. We're-all-gonna-die. We're-all-gonna…"

"Blur, I swear to Primus I'll jettison you into space if you don't shut up." Outback snapped.

"I'm-just-pointing-out-the-fact-that-the-shuttle's-a-mess," Blur said in defense. "So-what-if-we-get-to-Cybertron? That-monster-planet's-gonna-tear-us-to-shreds-in-a-nanoklik-. We're-all-gonna-die."

"Oh, shut up, Blur," shouted Perceptor of all bots. Everyone glanced at him in shock and Perceptor asked, "What?"

No one said a word and went back to their duties. Outback leaned over to Perceptor and whispered, "Didn't know ya had it in ya, Perceptor!"

Across the deck, Arcee was raying to contact the lost Odyssey. "Hotrod, do you read me? This is Arcee. Come in, Hotrod, please respond. Do you read, do you read?"

Springer placed his hand on the femme bot's shoulder. "He's gone, Arcee. We have to keep going, no matter who we've lost."

Arcee lowered her head and then shook it. "No, he's alive, Springer. I can feel it in my Spark. I know Hotrod is alive."

Springer sighed. "Look, even if that's true, we can't afford to double back and search for him. Right now, our top priority is getting to Cybertron."

"I don't know if you noticed, but we just let the Decepticons detonate three quarters of the shuttle. Was that even necessary?" Arcee questioned.

Springer glanced briefly at Ultra Magnus, who glanced back without a word. Then Springer said to Arcee, "Seeing as they would've detonated four quarters, I'd say it was a good choice. Maybe even a smart choice. Probably not the right choice, but a smart one."

"Yeah, but how will we reach Cybertron now, in this wreck?" Arcee asked.

Having overheard Arcee and Springer's discussion, Ultra Magnus turned to Perceptor. "Perceptor, can you locate a place to set down for repairs?"

"I can try," Perceptor said and started working on the console. "Let's see what we can see." he murmured.

"Waitin' on you, Perceptor." Outback said.

"Give me a moment, Bra… I mean Outback. Sorry," Perceptor corrected himself and continued his console work. "Interesting."

"What's interesting?" Ultra Magnus asked.

"Gamma waves in this sector of space create marginal navigation probabilities. At the same time, it should keep us hidden from Decepticon sensors. As for locating a repair area…" Perceptor stopped when he noticed Ultra Magnus growing bored with the details. "Um, I believe I've found a suitable location."

"Where?"

"I'm unsure if it's a planet or not, but it's about 90 to 100 kilometers from our currant position."

"That's cutting it pretty close, Magnus," Springer said. "You sure you want to go through with it?"

"Not a lot of options at this point, Springer," Magnus stated. "Let's go for it."

* * *

Tempest didn't know what Galvatron wanted with her, but she did know it couldn't be a least bit good. So far in her existence, she'd seemed to question Galvatron's authority. Yet, she didn't know why or what compelled her. She didn't even remember her past existence as she entered the main deck of the _Nemesis_. Numerous Decepticons, including Soundwave, Slipstream, Wreckage and Barricade were at their posts. Scourge and Sideways were at the far end and standing dead center behind the crew was Galvatron himself. As far as Tempest knew, Cyclonus was still investigating the debris of the destroyed Autobot shuttle. She approached Galvatron until she stopped directly behind him. Galvatron seemed to ignore her presence, but he knew she was there.

_"Cyclonus reporting; there is no sign of the Autobot's bodies among the debris."_

Galvatron angrily tensed. "Then they're not dead," he murmured to himself. "Return to the ship, Cyclonus. Soundwave, use the infrared detection system. I want to know how the Autobots escaped and where they're going."

"Uh, not to call you obsessed or anything, Galvatron, but it's possible the Autobots might've been vaporized by the explosion," Wreckage said matter-of-factly. "Just throwing it out there."

Galvatron glared at Wreckage and snarled, "No, Wreckage. They're alive. Question me again and I'll rip your head off and give it to Ravage as a chew toy," Galvatron soon refocused his attention to the femme 'con standing behind him. "As for you, Tempest…"

"You did request to see me, Galvatron?" Tempest acknowledged as Galvatron turned to meet her face to face.

"I don't request. I command, something with which you've seemingly taken liberties and even questioned," Galvatron said. "As a result, I find myself questioning your loyalty to the Decepticon cause."

Tempest couldn't meet Galvatron's gaze. "Forgive my actions, Galvatron. I've been wrong to question your commands and…"

"Save your words and listen," Galvatron interrupted. "Soundwave has detected the ion trail of the Autobot shuttle you and Cyclonus shot down. It's quite faint but it seems to lead to an unknown planet within this sector."

"So what do you me to do?" Tempest asked.

"You will follow the ion trail, locate and investigate the shuttle crash site, and if the Autobots somehow survived," Galvatron trailed off, almost intentionally. "Well, you don't need me to tell you the rest. That should be adequate to prove your loyalty to me. But know this, my dear Tempest; don't bother to return if you fail. Am I clear?"

"Yes Galvatron." Tempest said and stormed off.

The primary hatch opened from below the _Nemesis_ and Tempest leapt out into vacuum of space. Once she was clear of the ship, Tempest assumed alt mode and rocketed away. She picked up the ion trail through her onboard sensors. It was directing her southwest toward a small nebula. She would follow the trail and with any luck, locate the Autobot shuttle she and Cyclonus shot down. It was simple enough. But if any Autobots survived… That was where Tempest became unsure of herself. She was a Decepticon, or at least she was supposed to be one. Yet, she wondered if it was really necessary to kill the Autobots just to prove her loyalty to Galvatron. And if she didn't follow her orders, she'd very likely be exiled or destroyed. In short, Tempest was conflicted. All she could do for now was head for the unknown planet.

* * *

Among the fires and mangled remains of the _Odyssey_, a lone figure of a bright red and orange color scheme began to stir. Hotrod was moving slowly and almost gingerly as he started to rise. He collapsed back down with a clang on a metallic surface. That was enough indication for him to tell he wasn't on any organic planet. Hotrod felt like he'd spent an eternity in an energon induced coma, and then he saw movement. A large, blurry figure walked by his peripheral vision without as much as a glance at him. Then it stopped and Hotrod caught a glimpse of it. It was too blurry for Hotrod to get a clear a clear view, and yet it seemed familiar as it came closer to him. It was like a great shadow with no visible signs of familiarity, and yet Hotrod felt safe amongst it. The image then appeared to reaching out to Hotrod and then spoke in a very familiar voice.

_"On your feet, soldier," _it said._ "It's not your time yet."_

Hotrod wanted to believe that he was hearing of a lost friend, and he did. "Optimus? Is that you?"

The image began to take the shape of the long deceased Optimus Prime, minus the battle scars and ash gray steel. _"Our Darkest Hour is yet to come, as is your destiny." _And then the image turned and began to walk away.

"Optimus wait," Hotrod said as he started to rise up. "I'm sorry for what've done," Hotrod reached for the image. "Come back. The Autobots need you. I need you. Optimus!"

The image turned back to face Hotrod, even as it began to fade. _"Til all are one."_

Then the image faded away into nothing and left Hotrod alone. It seemed like bad timing when Hotrod's audio sensors picked up the high pitch whine of a jet engine. Soon Hotrod caught sight of an Earth style fighter jet coming right toward him but he didn't arm. The jet transformed in mid flight and revealed itself to be Breakaway. Breakaway rushed to Hotrod and help him up and away from the shuttle wreck.

"Thank Primus I found you, Hotrod," he said. "I managed to jet away before the shuttle crashed," Breakaway quickly noticed that Hotrod wasn't listening. "You okay, Hotrod? You look like you've seen a ghost."

Hotrod snapped out of his trance and grabbed Breakaway. "I saw him, Breakaway. I saw him."

"Saw who?" Breakaway asked.

"Optimus," Hotrod declared. "I saw Optimus Prime. He's alive."

Breakaway looked at Hotrod liked he'd finally blown a gasket. "O… Kay."

"You don't believe a word I'm saying do you, Breakaway." Hotrod said as he collected himself.

"Not a single one, Hotrod," Breakaway admitted. "I think this place is messing with your head. Speaking of which, where are we?"

Hotrod turned himself all the way around in a 360 degree angle to get an account of his surroundings. "I don't think we're on Cybertron. This all feels… wrong."

"How do you know?"

"Because if we were, we'd be staring directly at that monster planet by now," Hotrod stated become lightly tapping Breakaway on the arm. "C'mon. Let's try to find Kup and the Dinobots."

Hotrod assumed vehicle mode and raced off while Breakaway assumed jet mode and took to the sky. All the while, they were being shadowed by another figure. For the next few cycles, the search for Kup and the Dinobots led Hotrod through a twisting labyrinth of roads. The surface might've been somewhat similar to Cybertron, except the roads weren't as winding and confusing. Breakaway, airborne as he was, kept Hotrod in view. He spoke to brethren in their native Cybertronian language, directing him through the maze of metal. It helped mostly, but Hotrod still occasionally got lost. As all of this went on, the two Autobots were oblivious to the small, bright orange vehicle tailing them from a distance. At least it seemed so. Breakaway had relayed a message to Hotrod and they simultaneously transformed, turned back sharply and armed up. Hotrod was groundside and Breakaway was still airborne and both expected to see something. They saw nothing out of the ordinary, if one could call it that. Breakaway dropped from the air next to Hotrod, then went back to back with him. They spun around keeping the surroundings in their individual sights and saw nothing still.

"This place is giving me the creep." Breakaway admitted.

"You and me both, Breakaway, but we've got to focus on finding Kup and the six Dino-bozos." Hotrod said as he and Breakaway lowered their guns.

"How? We don't even where to start." Breakaway said.

Hotrod turned to face the young Autobot Seeker. "We'll have to split up. I'll stay groundside and search for Kup. You go skyward and see if you can find the Dinobots."

"Wait a nanosec," Breakaway said. "How come I gotta look for the Dinobots?"

"Because you're the only one of us who can fly," Hotrod explained. "You can cover more ground from the air."

"I can also get shot down by Swoop, and chewed up by Grimlock and Quickstrike." Breakaway said.

"C'mon, they're not that stupid. Okay, maybe a little bit," Hotrod exclaimed, and he held up his middle and index fingers. "Look, we don't have a lot of options. Let's just concentrate on finding our friends and getting off this twisted planet."

"Fine, but I'm issuing a formal protest. This kind of stress is really bad for my afterburners." Breakaway said before transforming and taking off into the sky.

Hotrod shook his head as Breakaway jetted out of sight. That kid had to get in the last word! As soon as Breakaway was gone though, Hotrod should've expected to be alone. But he didn't feel alone. Hotrod checked around for a final time before he was satisfied and then he assumed vehicle mode and raced off. Hotrod didn't know about the miniature Transformer hiding away from plain view. He was small, smaller than Bumblebee with a very bright orange color scheme. He bore neither Autobot nor Decepticon insignia, so had Hotrod seen him he wouldn't know which side he was on. But clearly, this Transformer was too small to be a threat. A minor annoyance maybe, but not a threat and not like the other inhabitants of this bizarre planet.

* * *

Watching from a location unknown to the Autobots, a hideous machination watched with unfathomable loathing. It seemed to be levitated in midair by an energy beam like a tether. Its body appeared to be almost egg shaped and a series of tendrils whipped to and fro and back and forth. But most disturbing of all were the five grotesque faces set around the egg shape, each more hideous than the last.

"We have intruders." one face said in a distorted tone.

"Trespassers to our world." said another face.

"We must exterminate these invaders." a third face said in a raspy voice.

"We will send our guardsman…" a forth face added.

"…And prepare these invaders…" said the fifth and final face and low voice.

And then all five faces declared, "…For their judgment."

* * *

Author's note: Okay, not my best effort compared to the last chapter, but at least it's done. A couple if differences here, including Galvatron's mental torture by Unicron, Tempest's loyalty being called into question and cameos from Wheelie and the Quintessons at the end.

And, did Hotrod really see the ghost of Optimus Prime? Or was it all in his head. You decide.


	18. Operators Are Standing By

Disclaimer: I got nothing really overly clever to say so I'll just give you the next chapter.

* * *

Chapter XVII

Cybertronian Space  
Kaon City – 18:44 Earth hrs.

Shockwave never showed the slightest hint of emotion in his entire existence, partly because his face consisted of only a single optic. Another partial reason was because he was cold, calculating and virtually devoid of emotion. The sight of a giant, mechanical roaming planet changed that in a nanosecond. For the first to in his existence, Shockwave was concerned. He'd gone back to the files stolen from the Hall of Records eons ago on every detail about Unicron. Much of it seemed so preposterous, like some ancient manuscript written by a religious fanatic. Shockwave was a scientist first and foremost and never believed in such things. He'd never believed in the existence of Unicron or Primus, the Thirteen Primes or the Fallen. It was all simple nonsense to Shockwave, until now. Shockwave was looking directly at the giant monster planet called Unicron, which had maintained a stationary orbit from Cybertron. It hadn't moved since the consumption of the Moon Bases, and it made Shockwave nervous. He wasn't the only one. Blitzwing had been with Shockwave in Kaon for some time. Ever since the appearance of Galvatron and the destruction of Starscream, Blitzwing felt deeply shaken. He'd been contemplating leaving the Decepticon ranks, maybe even siding with the Autobots. Galvatron would've had his wings for such a foolish defection. Surprisingly and unbeknownst to Blitzwing, Shockwave was considering the same idea of defection.

"That thing's making me nervous. It hasn't made a move since it ripped up the moons." Blitzwing said.

"Galvatron addressed that monster as _Unicron_," Shockwave said in a low tone. I've done a great deal of digging back in the Hall of Records."

"You honestly think that thing is what Galvatron says it is," Blitzwing said with a glance at Shockwave. "I've always thought Unicron was just made up. You know, propaganda, something to scare the Sparklings."

"I never once believed the stories myself, until Galvatron arrived and made scrap metal out of Starscream and Astrotrain. I've reason now to be concerned," Shockwave strode passed Blitzwing to the communication controls of his lab. "If Unicron can destroy two moons with little effort, it can do the same to Cybertron. I won't allow that to happen."

"What're you doing, Shockwave?" Blitzwing asked when he noticed Shockwave working on his console.

"What should've been done in the first place."

* * *

Autobot Headquarters  
18:44 hrs.

"Wheeljack, aren't you finished yet? I'm not sure how much longer I can stand being without a body."

"Sometimes science calls for patience, Skyfire. You of all Cybertronians should know that." Wheeljack said. He was busy within the confines of the base working on building a new body for Skyfire.

"I may be a scientist myself, but I wasn't too keen on having my Spark transferred into Telatraan One." Skyfire pointed out, making it clear that his Spark was literally in the Autobot's early warning system.

"It was either that, or transfer your Spark into the Frankenstein-Bot. Remember how that worked out for Spike?" Wheeljack added.

The disembodied Skyfire was silent, and then said, "I take your point."

"Don't worry about a thing, Skyfire," Grapple added. "While we won't be able to salvage your old body, you can rest assured you'll be airborne again. Better than ever, even."

"Plus," added Hoist. "It was generous of the United States Government to provide the schematics for one of their most advance vehicles on Earth. Which one is it though? Space Shuttle…" Hoist trailed off.

"_Space Shuttle Atlantis_, I believe," Skydive finished while he was looking over the schematics. "I've studied the US Government's space program. NASA, I think it's called."

"Know-it-all!" Air Raid mocked his Aerielbot brethren.

Silverbolt was standing by as Wheeljack, Hoist and Grapple worked. He had taken in a scope of what they've built so far. It appeared to resemble a giant cargo module with a navy blue body and gold wheels. Silverbolt had also seen the schematics for the _Atlantis_ shuttle that Skydive mentioned. He was impressed by the human's scientific ingenuity. Although none of the Autobots would ever catch him assume such a form, given his fear of heights. Silverbolt heard a beeping sound coming from Telatraan One. It was the telltale sign of an incoming transmission, but Silverbolt was astonished upon learning its origin.

"Guys, I'm picking up a signal from Cybertron, specifically from Kaon." he said. Silverbolt flipped the switch as the other present Autobots gathered. The video screen started as static before it steadily cleared, and Silverbolt narrowed his optics at who was on screen.

_"Autobot Headquarters, this is Shockwave from Kaon City. Do you read me?"_

Every Autobot present glanced at each other as Silverbolt responded, "What do you want, Shockwave? We're in the middle of something."

_"So I see, but I can assure you that this is not a social call,"_ Shockwave said from his lab in Kaon. _"Cybertron is in the gravest of peril."_

"From you? Yeah, we already figured that out." said Sideswipe.

_"No, from this."_ Shockwave said, and then he switched the video to an image of the giant monster planet.

The Autobots gasped at the image and Sunstreaker uttered, "What in the Pit…?"

"I assume you Autobots know your ancient Cybertronian history. What you're seeing is a living relic from the very dawn of existance," Shockwave explained. "Are you familiar with the Chaos Bringer known as Unicron?"

Silence filled the base before Silverbolt said, "You're lying, Shockwave. Unicron can't be real and even if he was, there's no way that thing could've existed since the start of everything in this universe. It's impossible."

"_Believe what you will, Silverbolt, but I know I'm right,"_ Shockwave said. _"Unicron has already destroyed the moons and it's only logical to assume that he'll destroy Cybertron as well."_

"Why hasn't he?" asked Sideswipe.

_"I don't know, but he will if given the chance. For the sake of our race, and in spite of my affiliation with the Deceptions, we must do all we can to prevent Cybertron's destruction,"_ Shockwave said, checking back to make sure he wasn't being spied on. _"I trust you Autobots can rise to the occasion. Shockwave out."_

Again, there was silence among the Autobots, each of them glancing at each other. Then Silverbolt said, "Wheeljack, we're gonna need Skyfire up and flying sooner than later."

"I'm no miracle worker, Silverbolt," Wheeljack said. "I can't finish working on the new body with just Hoist and Grapple."

"You'll have more than enough help," Silverbolt said while looking at his team of Aerialbots before tapping the console. "Hotspot, where are you?"

_"We're still patrolling the city,"_ Hotspot chimed in through the speakers. _"Pipes and Blaster are still being looked at by First Aid."_

"Well, be ready to return to headquarters and to board Omega Supreme," Silverbolt said. "We may need to take off at a moment's notice."

_"You got it, Silverbolt. Hotspot out."_

Once the channel cut, Silverbolt thought to himself, _Primus help us all.

* * *

_

Hotrod raced down a narrow street of the unknown planet in his sports racer form as he searched for Kup. The street reminded him of the streets on Cybertron, only not as rough. They were unquestionably smooth, unlike the mostly scorched and battle worn streets of Iacon. Oh, how Hotrod wished he was on Cybertron right now. He thought briefly of Arcee, and wondered if she had reached Cybertron by now. Hotrod raced onwards, his revved up engine echoing throughout the bizarre structures around him. Eventually, Hotrod came up toward, to his surprise, a lake and assumed proto form. The lake seemed to give off a unique golden hue, possible the reflection of the sky around the planet. Hotrod made the assumption that it might be acidic, until he noticed a small mechanical fish flopping about on the steel ground. He picked it up by its fin. It flopped around in his hand, and Hotrod gently set it in the like. The fish swam off unharmed, confirming to Hotrod the safely of the water. He scanned his surroundings thoroughly, and he became unnerved at the prospect that he was being watched.

Hotrod stood back up, placed his hands at each side of his mouth and shouted, "Kup! Kup, where are you," There was no answer save for the echo of Hotrod's voice. "Kup if you can hear me, give me a sign," Behind Hotrod, the lake began to bubble, and then the water shot into the air like one the Earth's geysers. Hotrod turned around just in time to witness an enormous mechanical squid emerge from the depths. And in its grasp, fighting for dear life was Kup. Involuntarily, Hotrod quipped, "Never mind!"

Kup was caught in the squid's tentacle but still trying to fight it when he saw Hotrod. "Hotrod, don't just stand there! Help me!"

Then the giant squid noticed Hotrod and flailed a giant tentacle down at him. Hotrod ducked and rolled to the side and quickly fired on the squid. The lasers bolts struck the squid on what could only be a thick, armored hide, but it still flailed its tentacles about along with Kup. Kup kept fighting with his own brand of laser shots and caught the squid low. In response, the squid tore off Kup's left leg. Kup still fought as did Hotrod until the squid violently tossed Kup away, tearing his right arm in the process. Hotrod watched as Kup was rag dolled out of sight before he felt the squid's tentacle snag him. Then the squid submerged into the lake and took Hotrod down with it. Hotrod was greatly thankful that the water wasn't acidic as the squid descended to the bottom of the lake. Moreover, the lake itself wasn't that deep, but the squid still had a decided home field advantage. Even caught in its grasp, Hotrod fired relentlessly on the monster. It occurred to him that the armored hide of the monster wasn't as protective as originally thought. Hotrod continued to shoot with a series of rapid fire shots until he caught sight of the beast's beak.

_You've gotta be kidding me! _Hotrod thought.

The squid began to pull Hotrod toward its snapping beak, but Hotrod still had a trick up his sleeve. Literally. He quickly morphed his left hand into an energized buzz saw and began hacking away at the tentacle that held him. The squid flailed that same tentacle to and fro and took Hotrod with it. Hotrod kept hacking away until he got free of the tentacle, but another tentacle caught him so he hacked that one too. This time Hotrod was free and fell to the lake floor as the squid moved down on him. It still had plenty of arms to use against the much smaller Autobot, and used them it did. Hotrod moved in between the tentacles as they slammed repeated around him and fired away at the squid. He hacked at any arm that came close, though some caught him frequently. Hotrod still hacked away at the arms and all the while fired on the squid itself. Four arms later, the squid caught Hotrod again in its grip and Hotrod was getting exhausted. Try as he might, Hotrod couldn't seem to best the monster. Then he noticed a possible weakness; the monster's eye. Acting quickly, Hotrod aimed and fired at the eye with a sustained blast. The resulting attack shattered squid's eye, which was revealed to be a robotic optic. Hotrod kept up the attack until the optic exploded into fragments. The squid roared in pain and let Hotrod go. It then sprayed an inky substance before swimming away. Hotrod shielded his optics from the ink and once the cloud began to dissipate, Hotrod swam back up to surface. As soon as he reached landfall, Hotrod collapsed onto his back and stared up at the yellow sky of the planet.

"I'm not coming back here for vacation," Hotrod quipped and then sat up. "Kup," Hotrod rushed to where Kup appeared to have been thrown and found his severed limbs along the way. Eventually, Hotrod found Kup face down and rushed to his aid. Hotrod turned Kup over and he looked to be out cold. "Kup. C'mon, old timer, talk to me."

For a moment, Kup didn't respond but then he coughed up water and his optics flickered on. "Where were ya five cycles ago?"

Hotrod laughed and said, "Um, held up in heavy traffic."

Kup laughed and asked, "You gonna fix me at some point or what, lad?"

"Sure Kup," Hotrod said. "Right away."

* * *

"That doesn't look much like a planet, Perceptor." Outback told the Autobot scientist.

Perceptor rubbed his chin with an air of uncertainty equal to Outback. "I'm questioning the accuracy of these readouts myself. They seem to confirm otherwise."

"Looks more like a floating island than a planet," Outback said. "An island/planet of… Junk?

Daniel came up to the two Autobots and Outback gave the human a boost. "So, that's basically the junk capital of the universe?"

Outback simply uttered, "Yep!"

The lifeboat more or less limped toward the island/planet of junk as pieces continued to peel away from the hull. Inside, the deck was trembling and the crew was struggling to keep the lifeboat stable. Pieces of the interior fell out of place, plumes of steam shot out from the pipes and the warning claxons sounded. Ultra Magnus pulled back on the throttle as hard as he could manage without tearing it out. It worked somewhat, as the lifeboat was starting to slow upon entering the atmosphere. Not by much.

"We're losing power in our starboard thruster. Transferring from port side to compensate." said Springer.

"Primary heat shields are down to fifteen percent and dropping," Arcee said. "We're coming in too hot."

"Activate the landing clamps," Ultra Magnus said. "All hands, brace for impact!"

"I-knew-it-I-knew-it-I-knew-it," Blur rambled. "We're-all-gonna-die-we're-all-gonna-die-we're-all-gonna-die."

In unison, all of the other Autobots shouted, "SHUT UP, BLUR!"

The lifeboat was now mere feet above the surface of the junk planet. The landing clamps were lowered and then… IMPACT! The lifeboat skidded and scraped across the surface, kicking and catapult random bits of debris into the atmosphere. Some of the debris kept going straight up and drifting into space. Inside the lifeboat, the crew was being tossed about violently into the walls, the consoles and even each other. The lifeboat was then sent sliding through the debris field. The landing clamps and whatever else of the hull was sheered off before the lifeboat slowed to a violent stop. The thrusters burned out entirely before everything within and around the lifeboat fell silent. Inside the lifeboat, the crew appeared to be knocked out of commission until Outback pulled himself up onto the console.

"That wasn't so bad."

Ultra Magnus was starting to stir and sat up holding his head. Apparently, he'd heard Outback's comment. "Yeah, another happy landing," Magnus commented and looked around, seeing most of the crew down. "Sound off. Someone say something."

Before long, Springer was the first to respond. "Remind me to give the auto-pilot a raise."

"I'll keep that on file, Springer," Ultra Magnus said as he helped Springer up. "Blur, Perceptor…"

"I'm still here." said Perceptor as he moved toward the console.

"Now-I-know-why-I-hate-space-travel. At-least-we're-still-alive." Blur chattered.

Springer looked around and quickly noticed the crew was short one member. "Arcee? Arcee, where are you," Springer rummaged through the mess. "Arcee, talk to me!"

"I'm here, Springer." Arcee was heard from underneath some fallen debris.

Springer was the first to reach Arcee and started lifting debris. Ultra Magnus, Blur and Outback assisted until Arcee was freed. She was in a fetal position and Daniel was beneath. Arcee had thrown her frame over the human teen to protect him from the debris during the crash. Daniel himself was starting to rise as Springer helped Arcee up.

"You okay?" Springer asked.

"Yeah," Arcee said with a nod and looked over at Daniel. "Daniel?"

"I'm okay." Daniel said with a huff.

Springer nodded. "Good. Hotrod would slag my tail rotor if either of you got killed."

"So now you acknowledge that Hotrod's alive?" Arcee asked, to which Springer just shrugged.

Ultra Magnus approached Perceptor at the console. "Perceptor, what's our status?"

"We have auxiliary power in life support, but all other primary systems are disabled. Main thrusters are offline," Perceptor ran down the situation and then trailed off. "I'm not detecting any life signs, organic or otherwise. But I am detecting considerable energon readings. Something's out there."

Ultra Magnus wasn't going to question Perceptor as he and the Autobots looked out the view port. They were on uncharted territory, on a supposedly hostile world smack dab between Earth and Cybertron. The Decepticons were likely still hot on their trail, Hotrod and Kup were missing and assumed offline and Cybertron was in danger of being destroyed. Ultra Magnus wondered if these could get any worse. Yes, it could. Well out of range and sight of the crashed lifeboat, a large number of robotic creature emerged from beneath the scrap. Many of the appeared as though they'd been built from spare parts taken from various vehicles. Even stranger, several of them were speaking in a bizarre dialect.

"Stop thief, no welcome wagon…" one of them shouted.

"'Ello stranger! Will that be coffee flavor fo' you?" another one said.

A third one stepped in front of the hoard, this one slightly larger than the others and twitching violently. "Offer expires while you wait. Operators are standing by."

* * *

Author's note: I didn't like how this latest chapter came out, but it was better simply abandoning it. I said I wouldn't do that and stand by my word.

Anyway, you've probably noticed by now that Shockwave has a somewhat more active role here than in the movie. (He was only seen twice, maybe three times, I don't know.) Clearly, he understands the threat of the Chaos Bringer enough to do something he'd never have done. Ever!

Hotrod's encounter with the cyber-squid hasn't changed much except for the beginning of the battle, and a nice little cameo from Wreck-Gar and his Junkions.

Let me know how I did and I'll be back soon.


	19. Circuit Glitch, Diode Blowin' Dimwittery

Disclaimer: I'm very please with the responses for my story thus far and I anticipate more since I've still got a long way to go. As always, I don't own the rights to Transformers.

On a side note, Starfire201 has so far been my strongest supporter thus far, having reviewed nearly every chapter up to this point. To this, I thank you, sir/madam.

* * *

Chapter XVIII

Location: Unknown-

On her approach on the twisted world, Tempest half expected to be spotted by the Autobots and blown out of the sky. That didn't happen when she located the shuttle crash site, where she assume proto form and landed with a thud. The echo of metal on metal should've alerted someone (or something) to her presence, but Tempest saw nothing. Of the Autobots or the planets' inhabitants or otherwise. Tempest moved swiftly around the wreck, first checking the destroyed cockpit and then navigation center. No bodies, at least not as far as Tempest could tell. Her silver optics then caught sight of a large section of the hull, which appeared to remarkably intact. Tempest then noticed something else far more telling; tire tracks. They appeared to heading east. That was all the confirmation Tempest needed as she took to the air. Tempest remained in proto form, the advantages of being totally flight capable in either form. She activated a built-in infrared optical sensor to follow the precise path of the trail, which appeared multi-colored from her point of view. Tempest also picked up the vapor trail of the Autobot flyer. She stopped suddenly and hovered. For reasons strangely odd to her, Tempest thought about the Autobot flyer and even racked her processor to remember his name. _Breakaway_, she thought. It was odd that Tempest found herself curious about some Autobot youth she didn't or care to know. But before long, Tempest detected another vapor trail about six miles from her position. Assuming alt form, Tempest jetted onward toward the source. But far below, she missed seeing the other two Autobots near the golden lake.

Hotrod worked steadily to repair the damage done to Kup by the cyber-squid, stopping briefly to listen to a slight boom. "You hear that, Kup?"

"My audio sensors are already messed up enough, lad," Kup grumbled and lightly smacked his head to remove the last of the water. "How about focusing on fixing my leg?"

"You old timer's are so touchy," Hotrod mumbled although Kup still heard him. He continued to work and after a few more minutes, Hotrod finished the repair. "That should do the trick. Take a walk, see what you think."

Kup slowly stood up and started checking everything. The first thing he checked was his arm. He flexed it back and forth, side to side and even twisted to and fro. He checked his fingers and moved them and the each appeared to be intact. Kup even made a fist and it held strong. So far, so good although Kup wouldn't admit it to Hotrod. Kup next checked his head, which also took a beating after he was tossed to the surface earlier. Kup flexed his head from side to side and all seemed normal. Then the real test came; the walking. Kup, like a newborn Sparkling, took one step at a time. That was when he noticed the limp. Kup took several steps and every time, he had a very noticeable limp in his step. With each step, Kup grew annoyed and frustrated and finally stopped.

"Damn it all," he whispered. "Of all the circuit-glitch, diode-blowin' dimwittery!"

"What's the problem?" Hotrod called out.

"What's the problem," Kup repeated and glared at Hotrod. "The limp's the problem. You must've left a piece out."

Hotrod wasn't in any hurry to lose his cool and calmly exclaimed, "A little gratitude would be nice."

"I'll show you gratitude…"

"Besides, you're probably just a little stiff; it'll pass."

Kup wanted to lay into Hotrod but stopped when he noticed the limp was already fading. "Huh, maybe you're right, I'm starting to feel a little better now. I gotta say, lad, all things considered, you did a good job. Amazing even."

Hotrod stood up and folded his arms. "You really think so?"

"Yeah," Kup said as he rotated his arm. "You even got rid of nasty burn in my rotator. Ratchet would be proud."

"In that case, maybe you'll praise my killer marksmanship next time." Hotrod exclaimed with a smirk.

"Don't press your luck," Kup said and pointed at Hotrod. "Now, let's try to find Breakaway and the Dinobots. After that, we'll find a way off this twisted planet."

"Music to my audio sensors. I told Breakaway the same thing." Hotrod stated.

With that, Hotrod and Kup transformed in unison and drove off. Hidden from view, the tiny Transformer survivalist watched the two Autobots race off. He couldn't see the other one, the flyer. Maybe he'd gone an alternate route, the survivalist reasoned. Then there was the other flyer, the female. The survivalist wondered what her role in everything was. She wasn't the only female Transformer that the survivalist had seen. Another one that he'd met once was already on the planet for a long time. By his remembrance, she was tall, beautiful and statuesque, but a strong and cunning warrior. If she could find the survivalist, she could find the two wayward Autobots. So the survivalist emerged out of hiding, assumed alt form and followed them.

* * *

Breakaway jetted high above the surface of the twisted planet, for which he still had no clear name. He kept mistaking it for Cybertron on account that he'd never been there, having been built on Earth. So were the Dinobots, whom Breakaway was searching for. By now, Hotrod must have found Kup, Breakaway thought. He was tasked with searching for six brainless, dull witted and super strong robotic reptiles that were all likely to mistake him for a Decepticon. If that wasn't a recipe for disaster, then nothing would be. Along the way, Breakaway detected an energon signature from an approaching object. It was Decepticon. Breakaway transformed mid-flight and hovered, armed his sniper rifle and waited for his pursuer. He heard the sound barrier well off in the distance and then spotted a blue and silver jet coming in hot. The jet transformed mid-flight and Breakaway recognized it as the femme 'con he'd fought back on Earth.

"It's you," For some reason, Breakaway lowered his gun, while the femme 'con raised hers. "So, does this mean I get your name?"

For a split microsecond, and more than she'd like, Tempest seemed to hesitate. But then she opened fire on Breakaway, who quickly dodged the blast. Another blast came, then another and Breakaway seemed to almost dance around them. Figuring that Tempest wasn't going to let up, Breakaway transformed and jetted away. Tempest transformed and followed and a dogfight ensued.

_Guess not! _Breakaway thought.

The two flyers weaved in between the varying structures of the planet, most of which resemble spires or giant corkscrews and maybe a bit of both. Tempest appeared to have tactical advantage as she fired on Breakaway with every weapon in her arsenal. But Breakaway was proving a hard target to hit, due to his natural agility and speed. Breakaway seemed to almost always be able to dodge the shot using a mixture a barrel roles and loops. Tempest stopped firing and match Breakaway's moves. This made them about as evenly matched in air combat. Tempest soon had Breakaway right back in her sights but she couldn't pull the trigger. She was hesitating for too much and simply pursued Breakaway further. Then and too Breakaway's amazement, Tempest broke off the pursuit. Breakaway jolted to a holt and transformed while remaining airborne. There was no sign of Tempest as far as he could tell; she might have abandoned pursuit. But then Tempest came out of nowhere in proto form and collided with Breakaway. The tumbled straight down to the planet surface and hit it hard. Their metal bodies scraped against the metal surface, and Breakaway in particular slid far. He literally clawed his fingers into the surface to slow himself to a halt. Tempest took advantage and tackled Breakaway. Again they tumbled, only this time Breakaway got the better of Tempest and pinned her down. He unsheathed a vibroblade and held its point directly in Tempest's face.

"Does a bot have to go through all this, just to get your name?" Breakaway asked to Tempest's surprise.

"Why are you so obsessed with knowing my name?" Tempest asked.

"Why are you so obsessed with trying to kill me?" Breakaway asked back.

"I'm not obsessed," Tempest shouted and quickly turned Breakaway on her against and then unsheathed a vibroblade of her own. "I'm simply following orders," Tempest then held the blade to Breakaway's neck. One cut, and it'd all be over. But Tempest backed away, much to Breakaway's confusion. "I can't do it. I just can't do it." she whispered.

Breakaway slowly stood up, deactivated his melee weapon and stated, "You're not like the other 'cons, are you."

Tempest turned away without meeting Breakaway face to face. "I… I picked up six individual energon signatures; probably your Dinobots. Twenty-five miles southwest of here."

Breakaway went from confused to astonished in a nanosecond. "Wait a nanoklik; first you're trying to kill me, now you're helping me find the Dinobots? Why?"

Tempest started to hover above Breakaway and finally turned to face him. "I… I don't know." And then Tempest transformed and jetted off toward the stars.

"Wait," Breakaway called out but was too late; Tempest was gone. Breakaway stood still and was now even more in the dark than he'd like. "Femme 'cons are so weird."

* * *

She had the two vehicles in her sights and was ready to take the shot. Then she noticed the Autobot insignia on one of them. It could've been a trick set up by the ruthless masters of this world. They'd already taken her comrades, experimented on them and turned them into twisted abominations. If the image of two Autobots was nothing more than just an image, then she wasn't going to fall for it. At the same time, these two Autobots might be her ticket off planet. She followed them, but was also aware of the survivalist tailing them but keeping hidden. One of the vehicles, the bright red and orange one, stopped suddenly and assumed proto form. Something caught Hotrod's attention, almost as if calling him. On a steel wall was what appeared to be some sort of text. Kup returned Hotrod's side and assumed proto form.

"What's wrong, Hotrod?" he asked.

Hotrod pointed at the wall that was littered with the text. "You're sort of a relic in your own right, Kup; what's that look like to you?"

Kup leered at Hotrod for the remark before examining the text. "I'm no historian, but I think this might be ancient Cybertronian. It must go as far back as the Thirteen Primes and the Fallen."

"Um, Kup, not to call you senile, but I'm pretty sure the Thirteen Primes and the Fallen are just a myth." Hotrod remarked.

"Some Cybertronians think otherwise." Kup said.

Hotrod then noticed something in the text. "You see that?"

"What?"

Kup wasn't sure what Hotrod was talking about, or why Hotrod started to reach for the text. Hotrod on the other hand was very sure he could see the text glowing, or pulsating rather. He just didn't know why he was slowly reaching his hand to it. Tempting fate, Hotrod laid his hand on the text. Nothing happened. Hotrod glanced at Kup apparently relieved that nothing happened. Then Hotrod felt a sudden and violent jolt, coursing up from his hand to his arm and then his entire body. Kup backed off and watched as Hotrod started to convulse and a green light surrounded him. His blue optics turned green and from his point of view, everything around him began to face away, including Kup. Then Hotrod began to see… things; images that were by all rights, moving far too fast for him to discern even if he tried. Yet Hotrod could just make out vague images of planets, stars and whole galaxies, and two figures appearing to fighting amongst themselves. One of them appeared to be bathed in an ethereal light, wearing golden armor and brandishing a sword and shield. The other was slightly larger that the first one, surrounded in a black mist and wearing black armor and wielding an axe. As they clashed, doing so at startling speeds, galaxies were utterly destroyed. Finally, the black figure seemed to notice Hotrod and appeared to lunge at him. Hotrod felt himself being thrown right back into reality and right into Kup and they tumbled to the ground with a hard crash. Kup sat upright while Hotrod was down on his back.

"Hotrod, you okay," Kup asked although Hotrod didn't answer. "Talk to my, lad. C'mon."

Hotrod finally sat up holding his head. "Feels like I just got a massage from Scavenger; from the inside."

"What happened?" Kup asked.

"I don't know," Hotrod said, shaking his head. "I saw… I don't know what I saw," Then he heard a clicking sound. "Kup, that'd better be you doing the clicking."

"That'd better be your gun barrel pressing up against my head." Kup stated since he felt a barrel on the back of his head.

"Don't make any sudden moves," said a gruff, female voice. "Put your hands up where I can see them, slowly."

Kup glanced at Hotrod before slowly putting up his hands, and then swiftly grabbed the gun. In one quick motion, Kup flipped his captor over his head to the ground, while Hotrod pointed his gun down at their captor. By that point, Kup got a good look at their attacker, who was leering right back at it him. Hotrod saw the look in the vet's optics. He knew the attacker, and looking through a torn cloak, Hotrod could make out the Autobot insignia on her chassis.

"Elita One?" Kup finally said.

"You know this…" Hotrod couldn't finish his query once he was kicked directly in the face. The attacker, now confirmed to be Elita One, kipped up, turned around and aimed a laser pistol at Kup. All the while, Hotrod muttered, "Okay! That one hurt."

Kup shook his head at Hotrod and turned his gaze to Elita One. He finally holstered his gun and started walking toward her. "I didn't expect to see you here."

Elita One tensed. "I said don't move. I'll pull the trigger, so help me Primus."

Kup slowed his walk and said to Elita One, "Elita, it's me. It's Kup, your old drill sergeant. Remember that? You served with me on Velocitron along with Chromia and Firestar."

Hotrod was starting to get up, still holding him jaw. "I don't think you're getting through to her, Kup."

"How do I know it's really you," Elita One asked. "How do I know this isn't some Quintesson trick?"

Kup glanced at Hotrod, who under his breath uttered the word, _Quintesson_. Kup soon turned back to Elita One and said, "Elita, you know me."

Brazenly, Hotrod stepped up despite Elita One aiming at him now. "Besides, we've got no idea what a Quintesson is."

"And who in the Pit are you supposed to be, kid?" Elita challenged.

"My name's Hotrod and I'm not exactly a Sparkling."

Kup took a step closer to Elita One and said, "I wouldn't do anything to betray you, lass. You've got my word on that."

Elita One kept the two Autobots in her sights and finally and cautiously lowered her gun. "There's only one Autobot who'd ever call me _lass_. Alright, I'll take you word for it," Elita One looked around at her surrounding. She was getting a bad vibe. "C'mon, we need to get out of the open."

With that, Elita One transformed into her hover car form and raced off. Kup followed suit but Hotrod appeared to be stalling. He glanced back at the wall where he'd found the strange text, only to realize that it was no longer there. Hotrod dwelled on what he saw or at least though he saw. He wondered if any of it was real or just in his head. Did he really see the ghost of Optimus Prime earlier, or was the planet just playing tricks on him. And what in Primus's name was a Quintesson? Hotrod could bring himself to care for much longer, so he assumed alt form and raced to catch up with Kup and Elita One. From well out of range of the three Autobots, the survivalist followed.

* * *

"YOU DID WHAT?" The voice of a very angry Galvatron echoed through the bridge of the _Nemesis_ and loud enough to make the crew shudder.

On a video screen, Shockwave appeared from Kaon and remained composed after Galvatron's outburst. _"Don't be so surprised, Glavatron. I told long before you left for Earth that I would not stand by and watch Cybertron crumble. My actions were… logical."_

"You deliberately went behind my back and contacted the Autobots on Earth for some supposed assistance. I wouldn't call that logical." Galvatron said now with a lowered, but still angry tone.

_"And what would you call?"_ Shockwave calmly asked.

"Cowardice," Galvatron snarled. "Be thankful, Shockwave, that I'm out here pursuing Ultra Magnus. Otherwise, I wouldn't hesitate to return to Kaon and blast you into atoms, just as I did to Starscream. But rest assured that when I have the Matrix in my possession, you and I are going to have words."

"I look forward to that confrontation, Galvatron," Shockwave said with cold confidence. "Perhaps I'll have Menasor and Bruticus standing by, in the event that Unicron chooses to attack Cybertron."

"He won't attack Cybertron," Galvatron snarled again, only for Shockwave to cut the transmission. "He won't, Shockwave," Galvatron mused to himself. "I'll see to that personally."

* * *

Author's note: That's another chapter in the books, with quite a bit happening that didn't happen in the movie. I find that I'm becoming more and more original with my retelling, though not straying too far from the overall plot.

For one thing, Breakaway has another encounter with Tempest. She can't decide to whether or not to kill him, and he can't seem to get her name.

Regarding Hotrod, it's a question of whether he's just seeing things, or if it's all part of a much bigger picture. Only Primus knows.

Another more noticeable thing is the appearance of Elita One. We all know her history with Optimus Prime, so I thought her inclusion into the story would be somewhat intriguing.

And Shockwave has apparently informed Galvatron of his contacting the Autobots on Earth. Needless to say, Galvatron is not very happy about it.

Anyway, I'm still going strong so let me know how I'm doing. See ya bye!


	20. BaWeepGragnaWeepNiniBong

Disclaimer: Apparently, an anonymous reader wanted to know if Starscream would return in some capacity. I know he returns in Season 3 as a ghost, and as a Spark in Beast Wars. To date, I have no plans to bring Starscream back in any way, although I do have an interesting idea of how to bring him back into the story. For now, though, Starscream is very much dead.

In any event, I do not own the rights to Transformers.

* * *

Chapter XIX

Cybertronian Space  
Location: Inside Unicron

Deep within the twisting, ominous surroundings that made up the innards of Unicron, the hum of a low powered motor echoed. It belonged to the yellow Beetle form of Bumblebee, who once more was living up to his espionage role. With Spike in the driver's seat no less. The exo-suit Spike was wearing didn't seem to hamper his ability to fit inside his Autobot ally's vehicle form. Although, they have talked about Bumblebee changing his alt form into a more current model, such as one of those Earth-styled muscle cars. Maybe Bumblebee would consider it, if he and the others could find a way out of Unicron.

"Just like old times, huh, Bumblebee?" Spike asked.

"Yep, although between you and me, I'd prefer the roads back on Earth." said Bumblebee.

"You and me both. This place is creeping me out," Spike concurred while looking out the side at the shadowy surroundings. "Seriously though; what do you know about Unicron?"

Bumblebee was silent except for his vehicle motor, but he then said, "Hardly anything. I never had a chance to go to the Hall of Records to study up on ancient Cybertronian history."

"You think Jazz might know something? He _is _a cultural analyst."

"I don't think he ever believed Unicron or Primus to be anything _but_ a myth," Bumblebee said. "I'm not even sure if I believe it. Then again…"

Bumblebee rolled onwards. For the next few cycles or so, he and Spike searched for some indication of escape and found nothing. Defeated, Bumblebee opted to reunite with Jazz and Cliffjumper. Spike was worried about a number of things, and Carly and Daniel were collectively at the top of the list. Soon enough though, Bumblebee returned to where the group had waited for him to finish his recon. Jazz appeared to be very deep in thought and leaning against a wall. Carly was sitting by herself and Cliffjumper was pacing back and forth with weapon in hand. Spike exited the Beetle, thus allowing Bumblebee to assume proto form.

"Any luck, Bee?" Jazz asked.

"Not even a chink in the armor! This place is like a maze." Bumblebee exclaimed.

Cliffjumper finally stopped pacing around and said, "We're wasting time. Let's just blast our way out."

"And go where," Bumblebee asked challengingly. "In case you didn't notice, the Moon Bases are gone, and Cybertron is still under Decepticon control."

"Who cares," Cliffjumper retorted. "Anything's better than sitting around waiting for the walls to attack us."

"Speaking of which;" Spike said and turned to Jazz. "Jazz, you're something of a cultural analyst, right? What do you know about ancient Cybertronian history and Unicron in particular?"

Jazz crossed his arms. "Well, sadly most of our history was destroyed within the Hall of Records during the war. I did pick some interesting tidbits of info though."

"We're waiting…" Cliffjumper deadpanned.

Jazz glanced briefly at the impatient Autobot before continuing. "From what I've read, the Transformer race was first created by Primus. Then came the War of the Primes followed by the Golden Age of Cybertron…"

"What about Unicron?" Carly finally broke her silence.

"I've seen some mention of Unicron in the text," Jazz stated. "Apparently, Unicron first existed in the dawn of time. I think he started out as some god-like figure. Primus came along and they duked it out and… well, that's all I know."

"Do you hear yourself when you talk, Jazz," Cliffjumper deadpanned again. "A few hours ago, you said this thing _was_ Unicron himself."

"I implied. I don't really know for sure if I'm right or not." Jazz said.

"Whatever, but all I'm saying is that this monster planet couldn't have existed since the beginning of everything," Cliffjumper said. "Besides; Primus and Unicron are both just myths cooked up by some malfunctioning zealot. They simply never existed."

"You got any better suggestions?" Jazz asked.

Cliffjumper put his right arm up, extended first his index finger and said, "One word," Then Cliffjumper extended his middle finger and added, "Two syllables; Shock. Wave. Shockwave."

"You honestly think Shockwave is behind the creation of this monster." Carly stated.

"Either him or a diminutive primate, and I highly doubt it's the latter." Cliffjumper said.

"Shockwave may be a twisted scientific genius, but even he couldn't build something this big." Jazz said, twirling his arm around.

"I'm done arguing with you, Jazz. And I'm done waiting," Cliffjumper said and with gun in hand, he aimed at the nearest wall. "I'm blasting my way out. I'll take my chance on Cybertron."

"Cliffjumper, don't…"

Bumblebee's pleas fell on deaf ears as Cliffjumper opened fire on the wall. The single energy bolt struck the wall and to the shock of the group, bounced right off the wall. The bolt ricocheted into another wall, then another wall and another. The group scattered, dodged and ducked for cover as the bolt's path randomized. Jazz threw himself over Spike and Carly to protect them while Bumblebee and Cliffjumper took cover behind some spires. After a few minutes of random ricochet fire from all around them, the chaos ceased and the Autobots and humans were in the clear. Cliffjumper peaked out of his hiding spot and saw to his astonishment the bolt didn't even leave a scratch.

"I already tried. These walls are magnetically sealed." Bumblebee shouted right in Cliffjumper's face.

"How was I supposed to know, Bumblebee?" Cliffjumper shouted.

"YO," Jazz shouted and finally quieted the two. "Shut up and listen; ya'll hear that?"

Everybody was silent and listened. Nothing seemed out of the ordinary, at least not to the two humans. Spike helped Carly up and took notice of Jazz, Bumblebee and Cliffjumper listening. Cliffjumper appeared especially jumpy, keeping his gun ready. Their audio receivers were picking up something in the darkness, like a very faint hiss. Spike and Carly soon picked up on the hiss, which sounded fainter to them than to the Autobots. They all remained fixed on the darkness, but they unaware of a single claw appearing right behind Bumblebee.

"Bumblebee, look out!" Carly shouted.

Bumblebee turned around too late, and the claw lunged and struck him in the throat. Jazz and Cliffjumper reacted and fired on the claw. Their shots were on target, rocking the claw back and forth and ultimately destroying it. Spike and Carly rushed to Bumblebee, who was face down and not moving. Jazz and Cliffjumper covered them as they checked on the fallen Autobot. They turned him around to assess whatever damage he took, but didn't expect to see what they saw. They wouldn't have a chance. Another claw silently crept up behind Cliffjumper like a snake. Then another appeared at it left side, and another at the right. Cliffjumper soon realized too late and turned in time to see the claws lunge at him. It would be downhill from there.

* * *

Rolling throughout the twisting roads of a world still unknown to either them, Hotrod and Kup followed the lead of their much unexpected _tour guide_. All through the drive, Hotrod electronically transmitted a series of questions to Kup regarding Elita One; questions about how he knew her when she and Hotrod haven't met. Kup of course, explained that he once served as the instructor of Elita and her fellow femme 'bots, Chromia and Firestar. Two more femme 'bots that Hotrod didn't know… lucky him. He thought about that notion a lot and more about the images he'd seen or at least though he'd seen. Hotrod unknowingly began to veer off the road, only for Kup to transmit a warning to straighten out. Hotrod got the message and straightened out, and even slowed down a little bit. As it turned out though, all three Autobots slowed to a stop at a nearby lakeside in a clearing. Elita One was the first to transform, quickly arming herself. Kup transformed followed swiftly by Hotrod, though neither armed up. Elita scanned the area. She knew something was very wrong.

"We're not alone," she said without turning to Kup and Hotrod. Then she smirked. "That little runt is following us."

"Runt? What runt?" Hotrod asked.

"The same one that's been dogging me for the past three stellar-cycles," Elita said. "A survivalist; didn't get his name though."

"How long have you been here anyway?" Kup asked.

"Longer than I'd like!" Elita deadpanned.

"Wow, no wonder you're so charming!" Hotrod quipped, earning him a cold glare from Elita One.

Kup silenced the two and had them both listen. Elita quickly picked up on the sound of movement. Hotrod picked up on the sound too, which by itself sounded like bubbling. It was coming from the lake and all three Autobots quickly focused there at underwater movement. It was in the form a stream of bubbles and ripples and it was coming dangerous close to sure. Then there came a geyser followed by a large, bipedal and mechanical form. Instinctively, the Autobots armed up and aimed at the robot, a bizarre and utterly grotesque creature that only Elita One was likely to have seen before. Then several more similar creatures emerged from the lake as some of them circled menacingly around the Autobots. The Autobots went back-to-back-to-back and kept the creatures at bay.

"What are these things?" Hotrod asked.

"Allicons, byproducts of the Quintessons' sick experiments," Elita coldly explained. "I've dealt with them before but I couldn't find a weak point."

"Allicons, Quintessons… You seriously need to explain it all to us at some point." Hotrod said.

"Nobody act hostile, I've got an idea," Kup said and holstered his gun. To the surprise of Hotrod, Kup began to slowly approach of the Allicons. "Maybe I can sway 'em with the Universal Greeting."

"The what? Universe Greeting?"

"Just watch and in a nanosecond, they'll be eating out of my hand." Kup said with mock confidence.

"Or they'll be **eating** your hand…" Hotrod snapped.

Kup ignored Hotrod's joke and slowly approached the leading Allicon, which was cocking its head. Clearly his throat, Kup performed the so-called Universe Greeting; "_Ba-weep-gragna-weep-nini-bong_."

Once he'd heard the Greeting, Hotrod was about to break down into hysteria, then noticed the Allicon stalking closer to Kup. "I don't think it worked, Kup!"

Then the Allicons all repeated the Greeting; "Ba-weep… gragna-weep… nini bong."

Kup glanced at a bewildered Hotrod in triumph, while Elita One hid her face. "See that, lad," Kup said. "The Universe Greeting works every time."

Suddenly, the Allicons all assumed alligator like forms and stalked toward the Autobots, growling. The Autobots huddled together and Hotrod said to Kup, "You were saying?"

The lead Allicon roared and charged and Hotrod opened fire. The shot bounced off the Allicon's thick hide and slowed it but didn't stop it. Kup and Elita One opened fire on the rest of the Allicons and like Hotrod, were only able to slow them down. The Allicons closed in on their prey and one lunged at Kup, who held it at bay with his forearm and fired at its underside. The shot hardly registered to the creature and it ultimately pinned Kup down. Hotrod and Elita One tried to force the Allicon off of Kup but they too were quickly subdued by the other monsters. All the while the three Autobots were being assaulted, the survivalist emerged yet again. He was just in time to watch the Autobots, Elita One included, being restrained in violet energy bonds and hauled away. The survivalist returned to the shadows and followed discreetly to avoid detection. For a number of cycles, he followed the group until they reached their destination; a large spire/city. The survivalist knew the place well and he knew to whom the Allicons were hauling their prisoners; the mysterious Quintessons. The Allicons dragged the Autobots into a tunnel entrance and only then did the survivalist stop following. He knew better than to infiltrate the lair of these Quintessons. He would need some help and he knew exactly were to find it.

* * *

"I knew it. I knew this was mistake trying to help you two." Elita One cursed.

"You're blaming us?" Hotrod curse backed while being shoved forwards by one of the Allicons.

"It's your fault that we got captured," Elita One said. "You shouldn't have come here."

"For your information, this wasn't exactly our first choice for a vacation spot. Plus, we had Decepticons shooting up our tailpipes, Thank You very much!" Hotrod snapped.

"Hey, keep it down. I'm thinking here," Kup said as he scanned the tunnel entrance. "Huh, this kinda reminds me the slave mines on Galgonoth Seven."

"Geez, Kup, every place reminds you of someplace else."

"It's called _experience_, lad. You should learn to appreciate it."

"A lot of good it's done us so far." Hotrod quipped as he was shoved again.

The Allicons escorted the Autobots onward into a wide open chamber. There was no ceiling, leaving a clear view of the stars. At the center of the chamber was a massive pitfall. Hotrod was able to get a quick look down the pit. A pool of yellowish water was at the bottom and a narrow platform halfway above it. Hotrod also saw a figure near the edge he didn't recognize, yet it had a rather lanky physical body. Another figure stood opposite from the first, this hulking and ugly. There was something else down in the pit, underwater and circling. Hotrod could just barely make out what appeared to fins. He knew enough about undersea life to know that a circling horde of ravenous fish was waiting down below in the pit.

"Has the Imperial Quintesson Magistrate reached a verdict?" a raspy voice said. It belong to a hideous multi-tentacled creature. It was addressing an equally hideous creature standing, or hovering, on an elevated staircase.

"We have reached our verdict." said the five faced creature.

Hotrod leaned over to Elita One and whispered, "Let me guess; Quintesson?" Elita simply nodded.

"For the crime of trespassing on our planet Quintessa…" One face said then switched to another.

"…We find the defendant…" the second face said then switched to a third face.

"…Innocent."

Without hesitation, the tentacle creature ordered, "Feed him to the Sharkticons."

"What?" Hotrod shouted too late to save the nameless prisoner from being dunked and eaten by the Sharkticons.

The five faced, egg shaped Quintesson judge took notice of the three Autobots, especially Elita One. Switching faces again, it exclaimed, "Ah, she returns to us at last."

The judge descended down the staircase and approached the prisoners, changing faces a fifth time. "We have long missed you, dear."

Then all five faced declared, "There is still much work we must do together."

Elita One, seething with anger, attempted and failed to lunge at the Quintesson judge. "Work? You tortured and butchered my friends for your own sick experiments. You tried to turn me into some twisted abomination."

The Quintesson judge switched back to the first face. "And now you've returned to us," it said before noticing the other prisoners. "Kind of you to bring us some new _assistants_."

"That didn't sound good." Kup whispered to Hotrod.

"They're not with me, you multi-faced mutant." Elita One cursed.

"Such poor language," the Quintesson judge mocked. "We'd expected better of you."

"You can expect me to rip your faces off, one by one, next time." Elita said in defiance.

"Enough! Allicons, take them to their cells to await their _judgment_." With that, the judge returned to the podium, laughing.

The Allicons dragged their prisoner away, and Elita One shouted to the judge, "Experimenting on me and my friends was the biggest mistake of your life, Quintesson. You'll see me again, and sooner than you think. Count on it!"

"Kup?" Hotrod called out.

"Yeah?" Kup called back.

"We've got to get a new travel agent."

* * *

Author's note: No wonder Elita One is so bloody pissed off! As per usual, there are a couple of differences from the movie.

Notably, a rather vague hint at the origins of Unicron and to a larger extent, the Transformers race in general. And, Cliffjumper's little in-joke about some little monkey thing, I forget its name. Plus, Bumblebee's hurt!

It seems that Elita One has history with the Quintessons. One could only speculate what those multi faced mutants did to her and her friends.

For the record, those gator robots are officially known as Allicons. I think! If not, then I'll just run with it. And, I FINALLY USED THE UNIVERSAL GREETING!


	21. Spare Me This Mockery of Justice

Disclaimer: I've found interesting the fact that every chapter, except the prologue, was titled with a line from the original movie. Honestly, I don't why I went that route but I haven't hear any complaints and it actually works so I'll keep running with it.

Like always, I don't own Transformers.

* * *

Chapter XX

Location: Quintessa

The cell doors slid open and the Allicons shoved their Autobot captives inside. Hotrod and Kup were thrown into one cell, while Elita One was sent into an adjacent cell. The violet restraints that kept the Autobots under control vanished and Hotrod made a break for the exit, only for the Allicons to close and lock it down. Elita One looked through a barred view point. She could clearly see the Quintesson Judge and the Bailiff conversing about something; probably about what to do with their newest inmates. Kup glanced over and saw the look of rage in her optics. Elita righted herself just in time to see Hotrod reaching for the bars of his and Kup's cell.

"I wouldn't touch those, kid." she said.

"I guess that'd make you the expert, huh?" Hotrod stated, earning a sharp glare from Elita One.

Kup gazed at Elita once again, and saw that the look in her optics hadn't changed. "You've dealt with these guys before, didn't you," he said, to which Elita nodded. "What happened?"

Elita rotated around and leaned up against the wall farthest from he bars. "About fifteen stellar cycles ago, my team and I escaped Cybertron. Our ship was damaged and we crashed on what we thought at the time was an uninhabited planet. There were four of us then, including Moonracer along with Chromia, Firestar and myself; while we were trying to find a way off world, the Allicons captured us and dragged us to their masters."

"The multi faced mutants?" Hotrod repeated Elita One's previous description of the Quintessons.

"I have other, less flattering nicknames for them, but yeah. And there's more than one of them. Why we haven't seen them is beyond me," Elita was quiet for a moment and then continued. "All I know is how much I hate them."

"That hatred can't be just from being imprisoned," Kup reasoned. "What'd they do to you, lass?"

Elita One fell silent, as if the thought of her treatment over the stellar cycles weighed down on her. "These Quintessons; they seem to know or want to know more about us than we do of them. I don't know for sure. I do know that they conducted numerous experiments on us; tortured and brutalized us and in the process, killing Moonracer. After a couple stellar cycles, we tried to escape, but only I got free. But not before they screwed up my personality component."

"So that why you don't like me," Hotrod said. "And here, I thought it was personal."

"It could be if you keep it up, kid."

"Elita, you got out, but what about Chromia or Firestar?" Kup asked in a serious tone.

For the third time, Elita One fell silent. "I don't know. I didn't have chance to go back for them."

"You abandoned them," Hotrod said incredulously. "You didn't even try to rescue them."

"I wasn't in a position to mount a rescue," Elita snapped. "For fifteen stellar cycles, I was trapped on this planet trying to survive. I didn't know whether or not my friends were offline. And then you show up and we all get captured. This wouldn't have happened if Optimus Prime were here. He'd get us out of this otherwise fine mess. Where is he anyway?"

Kup and Hotrod turned away without saying a word, but then Kup turned back to Elita One. "Elita, Optimus Prime is…"

"He's what, Kup?"

Kup choked. "He's dead. Optimus is dead."

Elita One glared blankly at Kup for what felt like an eternity, then muttered, "You're lying, Kup. Optimus… He can't be dead. He can't be…"

"Well, he is." Hotrod said as he slumped up against the wall.

"How? Tell me what happened. How did he die," Elita asked and noticed Kup's reluctance to speak. "Tell me!"

"He died…" Hotrod suddenly and solemnly said. "…Saving my life."

Elita was left astonished and then chuckled to herself. "Same old Optimus, putting himself on the line for others. I guess he saw something special in you, kid."

"Yeah, lucky me!"

Hotrod was lying and he knew it. He done it plenty of times and most of those times, it didn't bother him. This time was different. Elita One obviously had a history with Optimus Prime, that much Hotrod could gather despite having never met Elita. That alone made Hotrod regret not telling her the whole story. Why Kup didn't spill the details, the real circumstances surrounding Prime's death, further confused Hotrod. A faint clanging sound alerted the trio to another presence. It seemed to have come from a third cell. Hotrod went to arm up, momentarily forgetting than his weapons, as well as Kup's and Elita One's, were disabled.

"Who's there," a raspy voice whispered, and soon its owner slowly appeared from the shadow. "Are you…are you rescuers?"

"Not exactly," Hotrod noticed a striking resemblance between this bot and the one that was fed to the Sharkicons. "Hey, I saw another bot who looked almost you."

The bot hung his head sorrowfully. "That was Arblus. He and I were the last survivors of the planet Lithone. My name is Krenix, and I assume you are Autobots."

"Yeah, I'm Kup and this is Hotrod. The femme over there is Elita One." Kup stated. "Wait, did you say Lithone," Krenix nodded to this. "Thought so, I've been there before."

"Is there anyplace you haven't been?" Hotrod asked.

"Seen it and done it all, lad," Kup said and turned to Krenix. "You said you and your friend were the last survivors of Lithone. What happened?"

Krenix started to tremble before he uttered a single word. "Unicron."

Hotrod and Kup exchange looks of utter skepticism while Elita One interjected. "Unicron? Are you serious?"

"I agree that it sound improbable, but I know what I saw," Krenix said. "The Great Destroyer. The Chaos Bringer in physical form."

Kup shook his in skepticism. "Can't be; Unicron only existed in the ancient texts in the Hall of Records in Iacon. He was never real."

"Kup," Hotrod said. "He's telling the truth."

"What're you talkin' about, lad?"

"Earlier today when I found those runes, I had some kind of _vision_." Hotrod explained even as he was still piecing it all together.

"A vision of what?" Elita asked.

"I saw two figures in a galaxy, organics maybe but ethereal, kind of like gods, fighting each other," Hotrod explained further. "And everything around them, planets, stars and whatever else was destroyed."

"The ancient battle on Unicron and Primus, at the very beginning of time and space." Krenix concluded to a nod from Hotrod.

"Kid, you're describing two mythical beings in a battle that never happened." Elita One said.

Hotrod turned sharply at Elita One. "I know what I saw, even if it sounds like I had a bad dream. I saw Primus fighting Unicron and the whole galaxy was being destroyed because of it."

"It's a legend in every sense of the word that goes back to the beginning of everything we know," Krenix said. "Allow me to elaborate…"

* * *

_((Long before the universe was as we know it, there was only the void. In this void roamed a god-like creature of darkness and chaos; Unicron. Unicron existed for one, only one sole purpose; to consume everything in his path. And he did. Unicron consumed and devoured the entire universe, every newborn planet and star, every passing comet and even that which existed between Space itself. By doing this, Unicron sought to reshape the universe in his image; a featureless black void of nothingness, and once he'd succeeded, Unicron entered into a prolonged period of hibernation._

_ But Unicron wasn't quite as thorough in his universe consumption as he'd thought. There existed still, a small area of Space and from it, a new universe was created to replace the old. Unicron awakened to find himself in this new universe and as before, he began to consume it. But there was another who challenged Unicron; a guardian of light and order; Primus. _

_ The forthcoming conflict was fierce, brutal and all consuming. Primus and Unicron fought tooth and nail with a relentless fury unheard of. After a long and vicious struggle, Unicron was proving to be the greater of the two. Primus came to realize that their conflict was destroying the very universe he'd created and sought to protect. In desperation, Primus pulled Unicron into the astral plane, a realm of existence between existing universes. Here, Primus fared little better against his foe. So, Primus was forced to make the ultimate sacrifice. He entombed himself and Unicron into two barren asteroids. This last act of defiance against Unicron supposedly ensured the safety of the universe._

_ But this was not to be the end of Unicron. For the coming millennia, he reshaped his prison to suit his needs, become a mechanical roaming planet that could change its form into a gargantuan monstrosity. In this terrifying new form, Unicron restarted his one goal of destruction anew. Primus realized this, but feared that if he assumed a similar form, it would only continue the conflict in Unicron's favor. So, Primus forever reshaped his asteroid into the world we know now as Cybertron. With the last of his influence, Primus created a race of autonomous robotic organisms that could, like Unicron, change form at will. It was the hope of Primus that these being, these Cybertronians, his children…_

_ Even then, it would be a long and arduous task. The first on these beings were known as the Thirteen Primes. Together, they ushered in the first Golden Age of Cybertron. But Unicron's dark influence was still felt throughout the universe. This compelled one of the Primes, the one forever known as The Fallen, to betray and murder his brothers in the name of Unicron. Soon after, brother turned on brother, allies became enemies. Still there was hope. Primus had left a piece of himself behind to be held by the Chosen One; he who would lead the Cybertronian race against Unicron should he ever return. Which it would now seem, he has.))

* * *

_

"Hence…" Krenix concluded. "…the origins of the Transformers."

Hotrod and Kup exchanged glances that bordered on disbelief. The texts they've had to have read in the Hall of Records at one point or another, the supposed origins of the species was slapping them in the face. Like any and every other Transformer born of Cybertron, they believed it all to be nothing but stories. Kup and to a larger extent, Elita One, likely still believed it all to be the stuff of myth. Hotrod seemed now to know better. Because he'd seen it, vision that Krenix had so vividly described.

"Unbelievable," was about all Kup could say. Still he looked directly at Krenix. "You're Cybertronian, aren't you?"

"I was," Krenix said. "Until the day the Great War began. And I firmly believe the stories of the Transformer's origins to be true."

"Wait a nanosecond," Elita One called out from her cell. "You mentioned that Primus left a piece of himself behind, to be carried by he who would lead the Transformer race, and to use it to…"

"…To light our darkest hour!" Hotrod finished.

Elita One looked at Hotrod, shocked. "Yeah!"

Hotrod fell silent and went deep into thought. And then realization set in. "The Matrix."

"Ultra Magnus has it." Kup concluded. "Optimus Prime passed it to him before he died."

"It's not quite that simple," Krenix concluded. "The Matrix is part of Primus himself. It cannot simply be passed from one Cybertronian, one Autobot to another. A keeper is not named, but chosen by the Matrix itself."

"Ultra Magnus was only named the leader by Optimus Prime, but not chosen by the Matrix." Hotrod said with certainty.

"What're you getting at, kid?" Elita asked.

"I'm saying that Ultra Magnus isn't supposed to have the Matrix," Hotrod said. "He's not the Chosen One."

Elita One was just a hair more intrigued, and confused. "Then who is?"

Before Hotrod could answer the question, the door leading into Krenix's cell slid open. Then a group of burly mechanoids brandishing massive battle axes rushed in. Krenix tried to escape and then tried to fight, but he was quickly overpowered. The Guardsman dragged Krenix away despite his pleas of being the last survivor of Lithone. The Bailiff hovered at the cell door with an evil grin and his tendrils whipping about. From their cell, Kup was forced to hold Hotrod back as Krenix was being taken away. Hotrod got loose regardless and made a grab for one of the Guardsman. In doing so, he touched the bars and was jolt with an electrical current and fell right back into Kup's arms. The Guardsman disappeared beyond the door, while the Bailiff gleefully faced the Autobots.

"Soon, you too shall receive your sentence." he said before the cell door slammed shut.

"You okay, Hotrod?" Kup asked.

Hotrod pulled away and snapped, "I'm fine."

"Look at this," Elita said from her cell, staring out the barred up window. "They're setting him up over the pit."

Hotrod and Kup looked out the view point of their cell into the courtyard. The Guardsman hauled Krenix to the end of the platform and then left him there, with one of the Guardsman remaining. The platform was lowered until it settled about halfway above the water surface. Krenix could clearly see scored of dorsal fins swirling around. The telltale sign of the ravenous Sharkticons, all them waiting for their next meal. Hotrod and Kup could now clearly see the Quintesson Judge appearing atop the podium. Of the five faces, the only recognizable face was that of Death's Head. The other four, not even Elita One could know.

"We, the Imperial Quintesson Magistrate, call this court to order," The Quintesson Judge, for it was of five individual personalities, said. "This Lithonian stands accused of the crime of trespassing on the planet Quintessa. How do you plead?"

"I plead nothing to the likes of you, monster." Krenix defiantly said.

"Be silent, Lithonian," the Bailiff said aloud. "Has the Imperial Quintesson Magistrate reached a verdict?"

The Quintesson Judge switched faces, to a seemingly grinning face. "We have."

"Guilty or innocent!" the Bailiff said.

On to another face, this one frowning, the Judge said, "For the crime of trespassing, we find the…"

"If you intend to kill me then just get it over with," Krenix defiantly shouted. "But spare me this mockery of justice."

There was a brief pause, and then the Bailiff said, "I shall repeat; guilty or innocent."

The Quintesson Judge switched face yet again, going right to the face of Death. "Innocent!"

Like clockwork, the platform dropped from underneath Krenix and he himself plummeted into the pit. After a heavy splash down, Krenix remained briefly submerged. But once he resurfaced, that was it for him. The Sharkticons swarmed him without a moment's hesitation. Hotrod, Kup and Elita One could watch as the Sharkticons devoured Krenix, some tearing at his torso, other pulling on his severed limb in a Tug-a-War. It was horrible to witness. Elita One turned away from the sight of it. She started to wonder if that was the fate of her allies. Soon after, Kup started to look away but noticed that Hotrod hadn't done the same.

"He didn't stand a chance, did he Kup?" he quietly asked.

Kup only shook his head in agreement. "Not the end I'd wish for, lad."

Hotrod fell silent, even pressing his head against the wall in frustration. Then his blue optics pulsed. "We've got to get out of here."

* * *

The Dinobot Swoop was smart enough to know he was on unknown territory. He, like his fellow Dinobots, was as alien to this planet as he was more native to Earth. Leave it to Grimlock to wander off from the wreckage of the crashed shuttle. Naturally, the Dinobots would follow Grimlock without a second thought, if they ever had one of those. Swoop was, by virtue of being the only flyer, tasked to search from the skies above the strange world for their Autobot wards. Thus far, he didn't see any sign of Hotrod or Kup or Breakaway. Dissatisfied with the results of his search, Swoop returned to the surface. The rest of the Dinobots wandered about aimlessly, with Grimlock ahead of the pack. Slag and Snarl flanked their leader, Sludge at the rear and Quickstrike, ever untrustworthy, was dead center when Swoop arrived and assumed his proto form.

"Swoop say, he no see nothing." he announced.

Grimlock growled slightly be confidently said, "Grimlock positive, Autobots close. We keep looking."

"Quickstrike say, Grimlock lost and he knows it." said the ever angry Raptor.

Grimlock turned and glared menacingly at the smaller Dinobot. "Grimlock, want Quickstrike to say that again."

Defiant against his much larger leader, Quickstrike said, "Grimlock lost. Not know where he's going. Quickstrike should lead."

"No," Slag shouted and stood beside Grimlock. Snarl did the same. "Grimlock, leader of Dinobots, even though he sometimes full of beryllium bologna."

"Hey!" Grimlock shouted at Slag.

"Snarl, never liked Quickstrike. Snarl, make cesium salami of Quickstrike."

"Quickstrike, like to see Snarl try."

"This not good!" Sludge absentmindedly said.

"No, but fun to watch." Swoop said with a hint of amusement.

Just as the Dinobots looked ready to duke it out… "Friends find, look behind!"

Grimlock picked up the unusually pitched voice, as did the rest of the group. "Who say that?" Grimlock looked around for the source of the voice, and he didn't see the tiny survivalist that was not sitting on Sludge's head.

"Friends find, look behind!"

Sludge only now realized the runt's presence. "Sludge, have little bot on his head."

Grimlock soon noticed the survivalist. "Who you?"

"Wheelie is my name, survival is my game. You go the wrong way, you fool I say."

"You call Grimlock fool?"

The Minibot called Wheelie started to smile. "I kid you not, no fool you not."

Sludge actually started to chuckle. "Wheelie funny! Sludge like him."

"Little Minibot, help Dinobots find friends?" Grimlock asked.

Wheelie shrugged. "Sure can do, just take me with you."

"Quickstrike, not want to baby-sit Minibot," Quickstrike said. "Quickstrike, eat Minibot first."

Grimlock stomped the ground directly in front of Quickstrike. "Quickstrike not eat Wheelie. Grimlock is leader of Dinobots. Grimlock say, Wheelie find friends."

Quickstrike wasn't much for listening, to Grimlock or anybody else. He was about ready to pounce on Wheelie when the Dinobots heard a loud boom. Whatever caused the boom was coming toward the motley crew, and fast. The Dinobots readied themselves, especially when the object approaching appeared to be an Earth styled jet. Instinctively, the Dinobots thought it was a lone Decepticon approaching. Until Swoop recognized the make of the jet. And the Autobot insignia. The jet slowed and quickly transformed, ultimately confirming that it was Breakaway.

"Finally found you nimrods," Breakaway humorously said. "Wow, I guess I owe that girl in a big way."

"What girl?" Snarl asked.

"Um… look Hotrod sent me to look for you guys," Breakaway explained. "Now that I have, we should try to find Hotrod and Kup."

"Excuse me!"

Breakaway was spooked before he noticed Wheelie sitting on Sludge's head. "Where'd you come from?"

"All over and over and over! I'm Wheelie and I survive here a long time. Don't mind my speech, I just like to rhyme."

"So I see," Breakaway with a small chuckle. "Can you help us find our friends?"

"Sure," Wheelie said and dropped to the ground and started onward in the opposite direction of where the Dinobots had been going. "Wheelie knows the way, no help you find friends today."

The Dinobots and Breakaway followed, and Grimlock humorously quipped, "Grimlock say, we on our way."

* * *

Author's note: Personally, I never liked Wheelie. That's just me. That said, The big difference between this chapter and the movie is... Wait for it!

The origin of Unicron. I remember the cartoon origin and how downright corny and stupid it was. We all remember it. So, I went with the comic origin, seeing as it was monumentally more popular. I even threw in some mention of the Thirteen Primes and the Fallen.

Also, we explored the reason behind Elita One's hatred of the Quintessons. Pretty cool, huh?

Let me know what you think so far.


	22. With This, I Make You My Slave

Disclaimer: This is totally having nothing to do whatsoever with the story, but I recently celebrated my 27th Birthday and went to see TRON: Legacy on that same day. In 3D. It was pretty cool, considering the original TRON came out in 1982, a year before I was born. And Olivia Wilde is just gorgeous no matter what she wears. Again, that has nothing to do with this story.

Still, I don't own Transformers in any way, shape or form. Get it? Transformers, shape, form? I know, I suck.

* * *

Chapter XXI

Tempest felt uneasy as she traversed the cosmos, following the ion trail left behind by the _Nemesis_. She mentally told herself that she did the right thing letting that young Autobot, Breakaway was his name, survive. She'd even tipped him off on how and where to find the wayward Dinobots. But Tempest now had to report back Galvatron, and all that time she'd spent trying to figure out how to explain her actions to him. Galvatron was not a Decepticon who brokered or tolerated failure or insubordination. It didn't work out well for Starscream. Tempest kept on telling herself that she did the right thing. More and more, Tempest questioned her place in the Decepticons and she always came to same conclusion; she was on the wrong side. But now she had to put aside her hesitation. The _Nemesis_ was dead ahead several kilometers away and on board, Soundwave had detected Tempest's approach.

"Galvatron, Tempest approaches." he said.

Galvatron lazed about on an arm chair dead center of the bridge when Scourge said, "I must say, Tempest returns sooner than expected."

"I don't trust her, Galvatron." Slipstream exclaimed.

"I don't trust you, Slipstream," Galvatron retorted. "Nor did I ask your opinion. Wreckage, open the hanger bay doors."

"Shall I meet with Tempest and escort her to you, mighty Galvatron?" Cyclonus asked.

"No, Cyclonus," Galvatron as he rose from his chair. "I'll handle this myself. You have the bridge. Continue to track the ion trail of the Autobot's ship." With that, Galvatron strode off.

"Is it me, or is Galvatron always in a bad mood?" Wreckage asked Barricade.

"Only when he's talking to you, Wreckage!" Barricade said.

"Oh, will you two just shut up? I don't want to be scrapped into spare parts like Starscream on account of you idiots." Slipstream chastised.

"You're just a carbon copy of Starscream, just with female parts." Barricade retorted.

"What happened to Starscream's body anyway?" Wreckage asked.

"Melted down, just like the three of us if you two don't shut up." Slipstream snapped, and that finally was enough to silence Wreckage and Barricade.

The _Nemesis_ opened the hanger bay doors on it underside, and Tempest jetted inside slowly. Halfway in, Tempest assumed proto form and gracefully landed with a loud clang on the deck. The hanger bay doors closed behind her, but Tempest didn't rise to her feet just yet. She could tell without even a glance that Galvatron was already there, arms crossed and leering at her.

"Well?" Galvatron said with malice.

Tempest was trying to choose her words carefully. "Well what?"

Galvatron let the backtalk slide. "Did you find the Autobots, or not?"

_Moment of truth, _thought Tempest. She stood up, tall and unwavering opposite of Galvatron. "I've located the wreck of the Autobot's shuttle, but no sign of any bodies. It's plausible that they were vaporized from heat exposure when they entered the planet's atmosphere."

_She's lying,_ Galvatron thought. But he decided for now to play her game. "Are you certain of this?"

"Positive!" Tempest said plain.

"Then report to the bridge," Galvatron said. "We are close to locating the other Autobot shuttle."

Tempest strode passed Galvatron without as much as a glance, and Galvatron watched her go. He sneered. He knew Tempest was lying, maybe even planning to betray him. Clearly, Unicron provided Galvatron with too faulty a Decepticon. Galvatron would keep an optic on Tempest. But, Galvatron would play along for now, and when the time came, he'd deal with Tempest. And the other traitor. Galvatron heard a beep and pressed a finger to his head.

"What is it?"

On the other end of the call, Soundwave said, _"Autobots located, Galvatron. What are your orders?"_

"Prepare to attack." Galvatron said.

* * *

The marooned crew of the _Equinox_ was making reasonably good time with repairs to the shuttle. More so than the de facto director, Perceptor, had hoped. Strangely but understandably, Ultra Magnus had resigned himself from the repairs. He'd kept watch over the site for any sign of the Decepticons and/or whatever else inhabited this world. Magnus had thought on more than one occasion that he'd seen movement from the denizens of the so-called Planet of Junk. That was the nickname given by young Daniel. Even he was helping with the repairs, thanks to the exo-suit handed to him by Arcee and Springer. The first time he tried it on he fell flat to the shuttle deck once or twice. And on sheer dumb luck, he performed an impressive somersault, much to the Autobot's amusement. Arcee assured Daniel that he'd become accustomed to the exo-suit's usage with time and practice. Given that Daniel was helping with the shuttle repairs, Arcee was right.

"Easy, Daniel," Springer laughed. "You'll wear yourself out carrying that much weight."

Daniel was, at the moment, hauling a large chunk of the hull over his held. "Yeah I noticed. But I think I'm starting to get the hang of this suit."

"It's either because that used to be Spike's suit or because you're a natural," Springer said with a smile. "Or maybe both!"

"I vote both, Springer." Arcee added.

"Be careful, Blur. Make sure those fitting are securely welded." Perceptor called out to Blur.

"Oh-sure-absolutely-positively-definitely. I-wouldn't-have-it-any-other-way. Although-I-would-prefer-to-work-at-my-own-pace-if-you-don't-mind-Perceptor." Blur chattered as only he could.

Of all the Autobots making repairs, Outback stepped aside and approached the rather stoic Ultra Magnus. "You okay, Magnus?"

Ultra Magnus glanced at Outback. "Galvatron has likely caught on the ruse by now. I don't like it."

"What? The fact that the Decepticons are gonna find us, this planet that we know so little about or the monster planet that we know less about?" Outback asked.

"All of the above."

"Ultra Magnus," Perceptor said as he rushed over. "I'm picking multiple signatures closing fast."

Everyone working on repairs simultaneously dropped what they were doing, and Ultra Magnus looked over the horizon to see a fleet of ship closing. "Decepticons."

"I guess they found us, Magnus. What's the plan?" Outback said.

"Springer, take Arcee, Blur and Daniel. Perceptor and Outback with me. We've got to draw them off and double back to the shuttle," Ultra Magnus said. "Move it!"

Like a flock of mechanical vultures, the Decepticons barred down on the Autobots. Galvatron, in his spacecraft mode, broke off briefly from the pack and headed for the shuttle. He fired on the shuttle and in a single moment, the shuttle was reduced to a giant fireball. The shockwave threw the Autobots to the ground, and pieces of the shuttle rained down to the surface of the Junk Planet. Now without a means of getting off world, the Autobots all one by one assumed alt form. Springer, in helicopter mode, provided air cover for Arcee and Blur. They were flanking Daniel. Ultra Magnus, Outback and Perceptor fired on the oncoming Decepticons as they passed overhead.

"What do we do, Arcee," Daniel said. "We can't fight the Decepticons on foot."

"We have to transform, Daniel. Can you do that?" Arcee asked.

"Transform? I'm not sure how I can."

"You-can-do-it-Daniel. Transform-just-like-this." blur said and quickly transformed raced off.

"Just watch me, Daniel." Arcee said and transformed into her car form. He pace was slow so Daniel could keep up.

Before Daniel even attempted conversion, Wreckage and Barricade dropped down right in front of him and Arcee. "Hey Wreckage, check this out." Barricade mocked.

Wreckage laughed. "Aw, it's a little Autobot. Ain't he cute?"

"Go for it, Daniel," Arcee said while still in car form and revved her engine.

It was now or never for Daniel. He immediately sprinted with Arcee driving right beside him. Wreckage and Barricade stood their ground with amused smiles on their faces. The smiles quickly vanished when, to their shock, Daniel actually assumed a vehicle form. Arcee and Daniel raced right for and collided right into the two stunned Decepticons, knocking them both to the ground. Wreckage was down right away but Barricade was up quickly and assumed alt form and tailed Arcee and Daniel. From the yellowish sky came Slipstream and she opened fire on Arcee, throwing her off the path. Daniel raced ahead with Barricade in hot pursuit, while Slipstream transformed and confronted Arcee who had also assumed her proto form. Slipstream pulled out a vibroblade and charged at Arcee, who had only a shield to defend herself. Thankfully, it worked well for her. Slipstream went for a series of wild strike and Arcee blocked most with her shield, while dodging the rest. They went back and forth in a furious melee assault when a rain of fire bolt came down on them. It was Sideways and it appeared as if he were firing on – both of them. Arcee and Slipstream dodged the fire and Arcee slipped away. Sideways transformed in mid-flight and hovered above a very annoyed Slipstream.

"Watch where you aiming, Sideways." she shouted in anger.

"Sorry. My bad." was all Sideways said before transforming again and flying off.

Meanwhile, Daniel was still being chased by Barricade. Daniel made a sharp turn back around and passed Barricade, who soon turned around as well. But Daniel failed to account for Wreckage, who was ahead of Daniel in his tank form. Barricade was closing fast on the human but was suddenly sideswiped hard by Blur. Barricade beat back on Blur as Daniel raced forward. Wreckage was just about to fire on him when he was suddenly attacked from above by Springer in helicopter mode. Springer unloaded a series of heat seekers and they impacted Wreckage with force. One more missile and Wreckage exploded in a shower of spare parts. Springer hovered and assumed his second vehicle mode, dropping next to Daniel at his left side. Blur returned and flanked Daniel's left and with Arcee joining soon after, they redlined out of sight.

The same couldn't be said for Ultra Magnus, Outback and Perceptor. They were being accosted from the air by the formidable trio of Cyclonus, Scourge and Tempest. It got worse from there; Galvatron had joined in the hunt. Magnus and company did what they could to stave off the air assault. Outback and Perceptor had managed to strike Scourge and Tempest to drive them off. But it was Cyclonus who had the last laugh with a well aimed shot to Perceptor. The blast knocked Perceptor to the ground hard and he didn't move. Ultra Magnus and Outback covered him and Magnus checked the damage done; Perceptor was still functional but his left knee was sparking badly. Ultra Magnus soon saw the Decepticons regrouping, transforming and landing right ahead of them, with Galvatron at the head of the pack. Magnus could see Sideways, Slipstream and Barricade joining them.

"Outback, take Perceptor. Gather the others and make a break for cover," Magnus quietly said. "I'll try to buy you some time."

"What? Magnus, that's suicide." Outback said.

"I'm giving you an order, Outback. Do it. Now!" Magnus said.

Outback glance at the Decepticons, and then at Magnus. No choice. He hoisted Perceptor up and slinked away. "You better survive, Magnus."

Scourge made a move and Galvatron held him back. "Let them go, Scourge," he said and looked at Ultra Magnus. With a slight stride, Galvatron began to speak. "Noble of you to stay behind, Magnus. Foolish, reckless, but noble," Galvatron held his hand out. "Now, I want the Matrix."

Ultra Magnus threw down his energy weapon and pulled out his hammer. "Come and take it, Galvatron."

Galvatron smiled and pulled out his duel edged sword. "You're funeral."

With that, Galvatron full on charged right for Ultra Mangus. Ultra Magnus did the same and within the next tense moment, they clashed. Steel met steel and sparks of energy flew free as Galvatron and Ultra Magnus engaged. Their weapons shrieked against each in an immediate stalemate. They quickly broke off and Galvatron tried a quick thrust, with Magnus sidestepping it. Magnus tried a swing and Galvatron twisted around and tried a quick swipe. Magnus dodged and duck and swung his hammer. This time he caught Galvatron on his side and Galvatron fumbled briefly before dropping to a knee. Galvatron simply smirked and righted himself and charged again. He swung wildly at Ultra Magnus, and Magnus blocked most of the swipes and dodged others. One shot came hard and fast which Magnus barely blocked. Using his hammer's weight, Magnus forced the tip of Galvatron's sword to the ground. Galvatron might have anticipated this, as he reared back and caught Magnus with a vicious back hand blow to the jaw. The shot rocked Ultra Magnus and left him open for Galvatron to strike. Magnus parried and tried a mighty overhead swing that missed Galvatron by inches. The ground quaked and rocked the rest of the Decepticons off the feat. Galvatron looked back briefly and saw most of his troops down in the ground.

Looking back at Ultra Magnus, Galvatron smirked. "I'm impressed, Ultra Magnus. "You're fairing slightly better than I expected. Still, you must realize that you've no chance against me. Now, the Matrix if you please."

"Over my dead body!" Ultra Magnus defiantly said.

"As you wish!" Galvatron sneered and charged again.

He swung in a wild arc that Ultra Magnus ducked and he attempted a counterattack. Galvatron parried and went for a quick thrust and missed. From that point, Galvatron and Ultra Magnus were engaged in a vicious and lengthy duel, in which neither could hold a legitimate edge for more than several cycles. Both were battle tested and thus so evenly matched, that even Galvatron's troop were in awe. Ultra Magnus missed a wild swing of his hammer and Galvatron tried and missed a swift swipe of his sword. There was a problem; Ultra Magnus was starting to lose steam. It had always taken a great deal of effort to swing his hammer, and even Ultra Magnus would need a moment to recuperate. A moment Galvatron wouldn't allow him. Galvatron increased his unrelenting assault, and all Magnus could do was weather the onslaught and wait for an opening if, and that was a BIG if, one came. More than one opening presented itself for Ultra Magnus, and he struck Galvatron dead on several times in his sides and his limb joints. By that point, Galvatron had a noticeable limp but he still kept coming. What this 'con made of, Ultra Magnus had no idea. Galvatron ultimately prove his superiority with a series of quick swipes to Magnus's armor, chipping pieces of him away. Ultra Magnus dropped to a knee, his upper body leaking fluid. His arm, which held his hammer, went limp and the hammer dropped to the ground. Ultra Magnus knew he was beaten, although Galvatron himself was leaking a decent amount of fluid.

"I must admit, you fought well, Ultra Magnus," Galvatron said and limped toward Magnus, who was trying to right himself with the handle of his hammer. "But you had to know it would end here for you."

"I've still got plenty of fight left in me, Galvatron." Magnus said.

"Really," Galvatron wondered and threw his arms to his sides. "Look around. You're Autobots have abandoned you. What kind of leader allows that, I wonder? Optimus Prime would be disappointed," And Galvatron grasped Magnus by his neck. "Now, I strongly suggest that you hand over the Matrix, before I take it by force."

"I think the humans say it best: Fuck you." Ultra Magnus snarled and spit fluid in Galvatron's face.

Galvatron knew right then that he'd had enough. Swiftly but violently, he plunged his hand directly into Ultra Magnus's chest. Ultra Magnus screamed loud enough for his Autobots, wherever they were, to hear it. He struggled against the pain as Galvatron twisted his arm to and fro. Even his own Decepticons troop cringed and turned away. After an agonizing few moments, Galvatron violently yanked the Matrix clear of Ultra Magnus's chest and nonchalantly cleared away the random gyros and wired. Ultra Magnus was still functional but very badly damaged, and he held his free hand against the gaping hole in his chest. Galvatron gazed at the Matrix before motioning to Tempest to approach. Reluctant, Tempest came to Galvatron and stood beside him. She glanced briefly at Ultra Magnus, who glanced back at her.

Galvatron rested his free hand on Tempest's shoulder. "Finish him." he said.

"What?" Tempest asked in shock. "Why me?"

Galvatron leaned next to Tempest and whispered, "You think me a fool? I know you lied to me before about the other Autobot ship. Think of this as an opportunity to prove you're loyalty to me."

Tempest now realized just how cruel and sadistic Galvatron was. She gazed into the flickering optics of Ultra Magnus. There was no fear in them. Tempest couldn't face him and she activated her vibroblade. The moment of truth had come again. Tempest raised the vibroblade over her head and kept Ultra Magnus in her sight. One slash and it would be over, and Tempest would have proven her loyalty to the Decepticons. But she hesitated, and it by that point of hesitation that Galvatron had grown agitated.

"Finish him, now."

Tempest reared back with her weapon and finally declared, "I… will not." And she turned toward Galvatron only to be stopped dead.

Galvatron had plunged his sword into Tempest's abdomen. "Then you are useless to me." Swiftly pulling his sword away, Galvatron let Tempest crumple to the ground. Then he glared at Ultra Magnus, who appeared stunned by what happened. "Sweeps, exterminate him."

Scourge was already airborne with his Sweeps. What happened next, Galvatron didn't care to witness. All he heard were Ultra Magnus's screams of agony, followed by the sound a metal being ripped apart. Cyclonus, Barricade, Slipstream and Sideways flanked their ruthless leader as Galvatron glared at the Matrix in his hand. The brilliant blue hue did little to impress Galvatron. He was however amazed that something so small could be such a great threat to Unicron. Unicron. Galvatron's master. That wouldn't last that much longer. In due time, Galvatron thought, Unicron would be made into his slave. But first things first…

"Sideways?"

Sideways strode toward Galvatron. "Yes, Galvatron?" A moment later, Sideways had a massively gaping hole in his chassis.

"Consider this a message to Unicron," Galvatron said, his particle cannon trained on Sideways. "He's next." One shot later, and Sideways was left without his upper torso.

"What was that all about?" Barricade wondered, but Galvatron ignored him.

Cyclonus approached Galvatron and asked, "What of Tempest, mighty Galvatron?"

"She'd made her choice. Leave her here to rust," Galvatron said and pressed a finger to his head. "Soundwave, we're coming up. Prepare the _Nemesis_ for departure and set a course for Cybertron."

_"Course set for Cybertron."_ Soundwave confirmed from the _Nemesis_.

Moments later, the Decepticons all departed and left their dead behind. Of the dead, Wreckage killed by Springer and Sideways by Galvatron, only Tempest seemed to still be functional. She was coherent enough to crawl into a small alcove for cover. But she was very badly wounded, holding her hand to the injury. She was leaking fluid and fast. In time, Tempest would enter stasis lock. This was all nothing compared to what she witnessed happen to Ultra Magnus, what the Sweeps did to him. At the very least, the Autobots would reemerge from hiding and find Tempest, and they would likely blame her for all that had happened. Let them. At least now, Tempest knew as she was entering stasis lock that she was no Decepticon. Not anymore.

* * *

Far from the orbit of Cybertron, Unicron had been studying the events on the Planet of Junk. He studied as Galvatron recovered the Matrix, and then handily disposed of Tempest and Sideways. Now, Galvatron was coming for him. A foolhardy move, Unicron thought. One that would, in time, cost Galvatron more than he could ever know. And just to punctuate his disapproval, Unicron unleashed a mighty roar so great that all Cybertron felt it. In Kaon, Shockwave could plainly see the planet surface shaking. On this day, Shockwave mused, Galvatron had single-handedly doomed the Cybertronian race.

* * *

Author's note: Not too much different from the movie, except that I kept the Junkions in hiding for the time being. Plus, I wanted there to be a face off between Ultra Magnus and Galvatron for the Matrix. And… Magnus's rather (clears throat) colorful language.

As for Tempest and Sideways... well, you figure it out!


	23. Nothing BUT Contempt for this Court

Disclaimer: Happy New Year, you little dingbats. Here's the next chapter of my Transformers, which continues to get more epic with every passing entry. Okay, maybe not epic. Impressive, maybe? No! I'm trying here, gimme a break.

Also, I have poll up on my profile regarding the addition of a VOICE CAST chapter, with one vote, and I think I know from whom it came. Yes, Peter Cullen and Frank Welker are on the list. No, I don't own Transformers.

* * *

Chapter: XXII

Galvatron finally succeeded in his mission. The Autobot Matrix of Leadership was now firmly in the palm of his hand. It didn't look like much to Galvatron, at least not at first glance. The blue hue of the inner jewel shown across the armor of the Decepticon leader. The one and only thing about the Matrix that made Galvatron curious was that it seemed to hold sway over Unicron. So small; so insignificant in Galvatron's grasp and yet, so threatening to someone as powerful and mythical as Unicron. Of the Nemesis crew, Barricade was a bit too curious as he came closer.

"So that's it," he asked. "That's the Matrix everyone keeps talking about? Doesn't look like much."

Galvatron glared at Barricade. "Barricade, this isn't Show 'n Tell. Back to your station." Barricade slinked away as Galvatron was then approached by Scourge.

"I'm not sure I understand the logic behind destroying Sideways and Tempest."

"Tempest was a faulty Decepticon who questioned my command far too much. She deserved her fate. As for Sideways…" Galvatron trailed and Scourge noticed a slightly amused look in his face.

"What of Sideways?" Scourge asked.

"He was never real." Cyclonus added.

"Thank you, Cyclonus," Galvatron said. "You see, Scourge, Sideways was never a Decepticon or an Autobot. He was never even a mere drifter."

"What do you mean? He wasn't real?" Slipstream asked from the helm.

"He sure looked real to me." Barricade added.

"Incorrect. Sideways was a sapient construct created by Unicron, though the reasons behind his presence were unknown," Soundwave explained. "It is plausible that he was sent to retrieve the Matrix and destroy us if necessary."

"I couldn't have said it better myself, Soundwave," Galvatron said. "The point is that Sideways was an agent of Unicron and I saw through the charade. Now that I have the Matrix in my possession, things will fall into place. Unicron will serve me, and Cybertron will at last belong solely to the Decepticons."

"I don't believe it's wise to challenge Unicron," Scourge said. "He did create us as he did Sideways."

Galvatron reached over and grabbed Scourge by the neck. "Perhaps you'd like to join Tempest and Sideways in oblivion, Scourge."

"No, Galvatron. Forgive me." Scourge said before Galvatron released his grip.

"Unicron might have created us, but I for one refuse to be subservient to any longer," Galvatron said and with a glare at the Matrix, he said, "Now, back to Cybertron."

* * *

Hotrod had lost track of how long he and Kup had been locked up in the Quintesson prison. He also spent the majority of that lost time span considering what Krenix had told him before his untimely demise. The more Hotrod thought about it, about the origins of the Transformers, the more it seemed true. Hotrod remembered the vision he'd had, and he was starting to put two and two together. He just couldn't decide whether it was all coincidence or if it was all happening to him for a reason. Hotrod glanced into the cell next his and Kup's. Elita One was pacing back and forth. Hotrod soon ended up thinking about Optimus Prime. Elita One must've known him. By the Pit, they must've been close; maybe as close as Hotrod was to Arcee. Elita One glanced at Hotrod, as if she knew what he was thinking.

"Optimus didn't really die saving your life, did he." she suddenly said, but not to Hotrod's surprise. Instead, Hotrod shook his head lightly.

"He died because I got in the way," he finally admitted as Elita approached the bars that separated the cells. "I tried to help him against Megatron and instead, I got caught and Optimus took the bullet."

Normally, Elita would've wanted to ring Hotrod's neck, but she remained calm. "I see."

"I made a mistake, okay… and I've got to live with it," Hotrod admitted, and oddly at least to him, Elita One didn't appear to show anger. "Well? Isn't this the part where you badmouth my ineptitude?"

Elita One turned away and as she did, without looking back, she said, "Everyone makes mistakes, kid. Doesn't mean you have to live with it."

Hotrod started to wonder when Elita One got so calm did, and then he heard a small jolt. He noticed Kup apparently testing the bars. "What're you going, Kup?"

"What does it look like? I'm trying to find a weakness in these bars." Kup said.

"I'm in no mood to put you back together, old timer," Hotrod said. "Beside, I'm pretty sure those bars have no weakness."

"How would you know?" Kup asked.

"It's called experience." Hotrod quipped, to an amused look from Kup.

"You're learning, kid… I like that."

The cell doors opened suddenly and a horde of Guardsmen stormed inside, quickly overwhelming the Autobots. Hotrod, Kup and Elita One tried to fight in some capacity but the energy restraints stopped their efforts. Now under the control of the Guardsmen, the Autobots were dragged out of the cell and into the court chamber. The Quintesson Judge and Bailiff awaited the forthcoming mock trial with twisted glee. Elita One caught sight of the egg-shaped Judge. Images danced in her mind of how she would love rending him, or them. The Guardsman shoved the Autobots one by one onto the narrow platform before it was lowered. Hotrod glanced down at the pit of waiting Sharkticons, swirling and eager for their latest meal. Irony set in for Hotrod; he'd spent much of his time on Earth fishing with Daniel. Now, suddenly, he was the bait along with Kup and Elita One.

"The Imperial Quintesson Magistrate calls this court to order," said the Bailiff. "Elita One, you and your collaborators stand accused of the crime of trespassing on our home. Elita One, you yourself are also charge with murder of citizens of the planet Quintessa."

The Judge was next to speak, starting with the Face of Joy. "Elita One, we are willing to set you free…" Then the Face of Joy switched to that of Sorrow.

"…Provided that you agree to serve us for the remainder of your existence."

The Face of Sorrow switched over to the Face of Fear. "There is still much work to be done. What say you, Elita One?"

"I say, stuff it up your cramp shaft, you five-faced freak." Elita said in defiance.

"Defiant to the end." said the Face of Fear.

"Before the Magistrate delivers the verdict, would you first like to beg for your lives," the Bailiff said. "It sometimes helps, but not often."

Hotrod and Kup simply ignored the Bailiff. "Dammit, I can't transform in this thing." Kup whispered.

"Me neither but keep trying." Hotrod whispered.

"Guys, I've got an idea," Elita said. "You'll have to trust me on this."

"Silence," shouted the Face of Wrath. "Or you will be held in contempt of this court."

"I have nothing _but _contempt for this court." Hotrod shouted back.

Elita stepped forward and said, "Judge, I've reconsidered your offer, and I accept."

"Excellent! Release the prisoner." the Judge commanded.

"What're you doing, Elita?" asked a shocked Kup. Elita didn't answer as the Executioner deactivated her restraints.

"Kup, I think we should trust her." Hotrod said. He was starting to go by his instincts, something Kup didn't see.

"Are you insane?"

Kup saw Elita looking back at him and Hotrod. Then he saw the sly smirk on her face. In the next cycle, Elita struck the Executioner in the face and again in the chest. A final, swift kick sent the Executioner tumbling from the platform and into the pit, providing the Sharkticons their first meal of the day. Elita One vaulted from the platform to the court chamber, where she stole an elongated lance and quickly dispatched the Guardsmen. Then like a bolt of lightning, Elita One was up the elevated area where the Judge hovered and held the lance against him.

"New plan, Judge: let my friends go or I'll carve your faces one at a time." Elita snarled.

But the Judge switched to the Face of Death and chuckled, "You never cease to amaze us, Elita. Did you not think we'd anticipate this reckless act?"

Then the Judge pressed a button in his body and below in the pit, the platform collapsed. Elita One could only watch as Hotrod and Kup were dunked into the pit. Angered, Elita proceeded to assault the Judge until more Guardsmen arrived with spears, axes and the like. It was hardly enough to slow Elita, who with her commandeered melee weapon was able to best the Guardsmen with little effort. A furious flurry followed until most, if not all, of the remaining Guardsmen were rendered inoperative, and Elita One stood tall. She looked back briefly at the pit for any sign of Kup and Hotrod but saw nothing. Elita feared the worst until she heard the Quintesson Judge cackling.

"What's so funny, Judge," Elita snapped. "You're not one to laugh at you own funeral."

"We are laughing at yours. Do you remember our experiments?"

"I remember the torture you put me and my friends through, and now I'm going to return the favor."

"But you've yet to see our latest accomplishments, really a marvel of scientific ingenuity." the Judge exclaimed and remotely opened a nearby wall.

Elita One didn't know or care what the Quintesson Judge was talking about, but she remained fixed on the wall. She could hear something inside, and it was big and moving closer. In the shadows, Elita could just make out the silhouettes of two insect-like creatures. The creatures emerged and thus confirmed Elita One's suspicions; they resembled giant arachnids and Elita knew enough to identify them. The smaller arachnid resemble a robotic black widow spider, with eight sickly yellow limbs and the telltale hourglass shape on it black abdomen. It hissed menacingly as it stalked Elita. The second arachnid was larger and resembled a robotic scorpion, it massive pincers snapping and it giant tail whipping back and forth. Something caught Elita One gaze, a familiarity in the optics. Then a wave of horror washed over her.

"Chromia, Firestar," Elita turned sharply at the Judge. "You monsters. What've you done to them?"

"We've stripped away their robotic form and remade them into what you see now; the first of their kind," the Judge explained with manic glee, the Face of Death remaining firm. "No longer do Chromia and Firestar exist. Witness the coming of Strika and Blackarachnia: the first Predacons."

Elita One couldn't have come close to believing that the Quintessons could go so far. She didn't time to lament either. The black widow spider, Blackarachnia, formerly known as Chromia stalked around Elita while Strika, the former Firestar remained fixed where it was. Blackarachnia struck first with a mighty lunge, missing Elita by inches and throwing its fore limbs up. Elita could clearly see the fangs twitching about as Blackarachnia prepared for another lunge. Strika rushed in and tried and failed to capture Elita with its pincers. It then attempted to skewer Elita with it tail. Elita still had the lance from earlier and used it to bat the tail away. The tail still managed to get through the defense but still missed Elita, instead striking the ground and any Guardsman unlucky enough to be present. Elita used he weapon to pole vault over Strika but was suddenly lunged at again Blackarachnia. This time, Blackarachnia caught Elita and pinned her down. Blackarachnia tried to bite at Elita, who blocked the attempt with her lance before kicking the spider away. Elita had no time to rest, as Strika attempted to sting her right there. Elita rolled out of the way and quickly righted herself. Strika tried another tail thrust that hit the ground and Elita grabbed hold of the tail. Strika whipped its tail wildly back and forth with Elita holding on for dear life. She couldn't hold on forever though, and Elita was eventually tossed into the far wall. Strika and Blackarachnia regrouped and stalked Elita One.

Elita could hear the Quintesson Judge laughing and shouting. "Finish her!"

Blackarachnia and Strika assumed their own proto forms, both appearing surprising beautiful but no less deadly. Elita began to lose hope when the low hum of a motor was heard. Another motor was heard. Elita discerned that the sound was coming from the pit and soon after, Hotrod and Kup leaped into view in their alt forms followed by countless pieces of Sharkticon fodder. They hit the ground with a clang of steel and rubber tires and stopped, and more of the Sharkticons began to lurch out of the pit. Hotrod and Kup revved their engines and raced into the herd, plowing into the Sharkticons with reckless abandon. The spectacle was such that even the two Predacons stopped to watch. That gave Elita the chance to strike with a flurry of blows to Strika and then quickly throwing Blackarachnia into the wall. Hotrod and Kup joined Elita, assumed proto form and they quickly regrouped.

"I thought you two were Sharkticon food."

"Just a little something we picked up back on Earth," Kup said with a smirk. "I think it's called a demolition derby."

"I didn't even bend a fender." Hotrod laughed.

Elita looked out and saw more Sharkticons appearing. "Yeah, well there's more Sharkticons coming our way." Elita then pointed toward the pit, where more Sharkticons were appearing.

"I'm not sure how long we can hold out, but at least we can give them one humongous repair bill." Hotrod said.

"Then let's give these can-diggin', grill-crackin' things a damn good fight." Kup said as the first Sharkticon charged.

Hotrod tensed and changed him right arm into a type of energy crossbow. "I been wantin' to try this." he said and fired a bolt.

The bolt struck the Sharkticon right between the optics, but nothing happened. "That's it?" Kup asked.

"Wait for it!"

The Sharkticon continued to charge at Hotrod but suddenly exploded in a shower of spare parts and teeth. Undeterred, the army of Sharkticons charged along with the Predacon duo of Blackarachnia and Strika. The forthcoming action was fast and furious, with Hotrod holding many Sharkticons at bay with his crossbow. Kup made effective use of a severed Sharkticon tail mace, quickly pulverizing anything stupid enough to get too close. Elita One continued to battle simultaneously her former allies turned Predacon monstrosities. All the while, the Quitesson Judge, all five faces, started laughing hysterically. The Autobots couldn't hold out forever, but they kept fighting for as long as possible. Kup kept pummeling Sharkticons left and right. Hotrod three Sharkticons at the same time at one point and even punched the teeth out of one of them. Elita moved and dodged between the attacks of Blackarachnia and Strika and forced them into either hitting hapless Sharkticons, or each other. But more and more Sharkticons kept coming and eventually swarmed the Autobots.

"Execute them." yelled the Bailiff. Then he heard a massive thud, like thunder. The Bailiff turned right on time to have the massive door collapse on top of him.

Like a massive earthquake on the move, the giant forms of the Dinobots lumbered into the court chamber. Slag clearly saw the Bailiff pinned under door trying to get free and bellowed, "EXCUSE ME!"

The rest of the Dinobots lumbered onwards, drawing the attention of the Sharkticons. Seeing the tiny creatures coming for them made Grimlock laugh. "Puny bots. Grimlock, want to munch metal.

After the Dinobot's arrival, an F35-C fighter jet appeared and transformed before Hotrod and Kup. "Hey guys, I found the Dinobots," Breakaway said and looked around. "What'd I miss?"

"Don't ask." Hotrod and Kup said in stereo.

Then the Autobots backed away as the Dinobots proceeded to further pulverize the much smaller and weaker Sharkticons. Grimlock stomped and crushed the creature unfortunate enough to cross his path. Slag and Snarl incinerated many Sharkticon and Slag even impaled some on his horns. Snarl whipped his spiked tail to and fro and thrashed more Sharkticons and several unlucky Guardsmen. Sludge stomped the ground and rattled the creatures off balance while Swoop dropped one creature onto the rest. Even Wheelie, who was seated atop Grimlock's head, took a potshot at a Sharkticon. It didn't do much other than to annoy the Sharkticon and it stupidly charged at Grimlock. Grimlock simply frightened it off. All this time, the Bailiff was getting free of the fallen door only to be greeted and then eaten by the late arriving Quickstrike. Meanwhile, Elita One found herself pinned against the wall by Blackarachnia. Strika was coming up behind her comrade with her tail stinger whipping about in the air. Elita glanced into the crimson optics of Blackarachnia and saw a slight flicker.

"Chromia, it's me, Elita," Elita tried to communicate with Blackarachnia. "I'm your friend."

Blackarachnia pulled out a heavy pistol and pointed right at Elita's face. The flicker in her crimson optics came back. "Friend!" she said. Then she turned and fired at Strika, to the shock of Elita. Strika staggered about and was pounced by Quickstrike and shredded. Blackarachnia let Elita go, staggering back in shock.

Everything from that point stopped, and Hotrod and Kup looked around at the carnage left by the Dinobots. "I never though I'd be happy to see those big bozos."

Grimlock growled. "Grimlock am no bozo. Grimlock, King."

"I'm not going to argue." Breakaway said.

"Enough," the Quintesson Judge bellowed and switched to the Face of Death. "Sharkticons, execute them." But not a single Sharkticon was left.

"You seem to be a few Sharks short of a full aquarium," Hotrod said. "Maybe you should consider surrendering. You'll live longer."

The Judge was fuming at the realization. "This isn't over, Autobots. You will see us again."

"You're not leaving, Judge." Elita said, while behind her, Blackarachnia fell to her knees.

"Farewell, Elita One. Until next time." With that, the Quintesson Judge escaped through a false floor.

Elita One rushed up the staircase but was too late to stop the Judge's escape. "Dammit. Next time, Quintesson. Next time."

* * *

Author's note: And I stop the chapter right here, and I will pick this scene next chapter.

I felt it was important first to explain why Galvatron did away with Sideways. Yeah, like we all didn't know the reason.

The court chamber skirmish was of course heavily reworked hence the inclusion of Blackarachnia and Strika, both inspired by their Beast Wars counterparts. Think of it as a glimpse of the Predacons. At least now we know what ultimately became of Chromia and Firestar.

Something else that I neglected to mention; originally, the role of Elita One was originally meant for the Autobot bounty hunter Devcon. I went with Elita instead because of her history with Optimus Prime, thus making her interactions with Hotrod a little more interesting.

Anyway, that's ends this chapter and I will pick up this scene next time so send some feedback. Until then, see ya bye.


	24. Who Cares, As Long As It Flies?

Disclaimer: Thanks for the support so far. In all modestly, this might actually be my most ambitious project to date. Then again, I did three Spider-Man stories so it's kind a toss up. I'll leave that up to you. I don't own the rights to Transformers.

* * *

Chapter XXIII

Quintessa-

There was hardly anything left of the horde of Sharkticons that swarmed the court chamber. Breakaway was busy rummaged through the wreckage, while the Dinobots were feasting on it. Quickstrike in particular was busy ripping into the remains of the Predacon Strika. The sight of it disgusted Breakaway as he went to reunite with Hotrod and Kup. They too were busy trying to clean up the mess of steel and wires, dorsal fins and teeth.

"I can't leave you guys alone for five cycles," Breakaway said. "What did you do to get into this kind of trouble?"

Hotrod glared at the Autobot Seeker. "It's a long story. We'll tell you about once we get off this planet… _if_ we get off this planet."

"For what it's worth, I think the problems here will be solved very shortly with the Quintessons gone." Kup said.

"Yeah, but what about our problem," Hotrod said. "We need a ship and I doubt Breakaway can carry all of us."

"Thanks a lot, you jerk." Breakaway snapped.

Hotrod shrugged and then felt a tap on his leg. He looked down and saw Wheelie. "You get a ship, if I get a trip."

"Who're you, kid?" Kup asked.

Before Wheelie spoke, Grimlock hoisted him up on his head. "Him, Wheelie. Him, friend. Him, help Dinobots find Hotrod and Kup."

Hotrod and Kup looked about ready to die laughing and Hotrod said, "He'll be our friend too, if he can find a ship."

"I know the way, so we can leave today," Wheelie said and pointed. "If you happen to stare, you'll find a ship way up there."

Hotrod, Kup and Breakaway glared in the direction Wheelie was pointing. They saw a short distance, a spiral shaped structure. Hotrod was about to turn back and question Wheelie before he saw a tiny shimmer. Near the top of the structure, there appeared to be glass, not unlike the glass of a vessel. Astonishingly, the spiral structure was indeed a ship, although Kup was still mentally questioning it as such. Soon, his doubts became verbal.

"That's a _ship_?"

Hotrod couldn't keep the smile off his face. "Who cares as long as it flies?"

"A great ship you now see, and it's all thanks to me." Wheelie said and enthusiastically rushed onward.

Breakaway cocked his head and said, "Aw, can we keep him?"

While Hotrod and Breakaway went to round up the Dinobots, and Kup and Wheelie headed toward the ship, Elita One was moving through the mass of scrap. She found Blackarachnia, down on her knees, hands shaking. Elita wasn't sure she could believe that the Predacon in front of her was actually Chromia, nor that Strika was once Firestar. Strika was already destroyed by Quickstrike. Elita thought for a moment about it, and she realized Quickstrike simply did Strika a favor. But Blackarachnia was left behind to suffer. Now, Elita had so much more reason to hate the Quintessons. She approached Blackarachnia slowly and silently, noticing a tremble in her steel body. There was hesitance in Elita, as she wasn't sure if she wanted to lay a hand on the Blackarachnia's shoulder. Elita took that chance. Blackarachnia didn't respond, or even acknowledge her presence.

"Chromia," Elita whispered. "It's me, Elita. You can still understand me, right?"

"Why? Why did they do this to me?" Blackarachnia said clearly.

Elita wasn't sure how to answer. "I'm sorry, Chromia. I should've saved you and Firestar. I failed."

Blackarachnia continued to tremble. Then in a sudden flash, Blackarachania lunged, grasped Elita One by her throat and pinned to the wall. The impact was loud enough for those nearest, Hotrod and Breakaway, to hear it. Blackarachnia glared at Elita, her crimson optics seemingly filled with the venom of her alt form name sake. Hotrod and Breakaway rushed to the commotion with their unique weapons, Hotrod's energy crossbow, and Breakaway's sniper rifle. Blackarachnia refused to acknowledge the Autobot's presence. Elita did notice the Autobots and gave a look; an _I'll handle this _look. Hotrod and Breakaway got the message and lowered their weapons.

"You let the Quintessons turn me into this… this thing," Blackarachnia said accusingly. "You abandoned me."

"I didn't," Elita said. "I would've saved you and Firestar if I could."

"But you didn't," Blackarachnia said venomously and dropped Elita. "You were my leader, my sister, my friend. And you left me behind to save yourself. But as much as I hate you, Elita, I hate the Quintessons even more." With that, Blackarachnia turned and walked away.

"Chromia, wait," Elita said. "I can make this up to you. Firestar too! Please, Chromia."

Without turning, Blackarachnia said, "Don't ever call that again. I'm willing to let you live, so don't make me change my mind." Blackarachnia continued to walk.

"Where will you go?"

This time, Blackarachnia turned her head to face Elita. "I'm going to hunt down the Quintessons; I don't care if it takes me the rest of my cursed existence. But if you ever, **ever** try to find me, I'll **tear** your Spark out."

With that, Blackarachnia assumed her black widow form and leapt away. This time, Elita One let her go. She owed Chromia that much and it wouldn't have done her any favors to go against her wishes. It still didn't make it any easier. Hotrod, who'd been watching it all unfold, could attest to that. He gave a nod to Breakaway, who started to move the Dinobot to the spiral ship, and walked over to Elita One. Elita could hear Hotrod approaching but said nothing or even reacted as Hotrod closed the distance. He looked to where Blackarachnia had gone. She was indeed long gone by that point.

"I'm sorry." Hotrod said.

"So am I." Elita said.

Hotrod went silent to try a find the right words. "Look, we've got a way off this planet. I think you should come with us," When Elita didn't answer, Hotrod continued. "We're trying to get to Cybertron and find our friends along the way."

"To what end? The Decepticons are still in control of Cybertron. I've lost my friends and my home and Optimus. So what does it matter anymore?" Elita said despondently.

Hotrod narrowed his optics. "That's it? You're just going to give up after what the Quintessons did to your friends, and what they almost did to you?"

"Almost," Elita stepped directly up to Hotrod's face. "What could you possibly know about it? What do you really know about anything I've experienced? What I've lost?"

Hotrod didn't falter. "I know more than you'd expect. I've lost friends too, back on Earth, including Optimus Prime, because I either made a mistake or I didn't act quickly enough. I'd extinguish my own Spark to bring back Optimus and everyone I've ever let down."

Elita was, and she wouldn't admit this, impressed by Hotrod's tenacity. "Speak for yourself, kid."

Elita turned to storm off but Hotrod grabbed her shoulder. "I was speaking for Optimus. This isn't about you, or your petty obsession for revenge. This isn't even about me. This is about saving Cybertron," Hotrod pointed to the stars above the court chamber. "Cybertron, Elita. That's our home, and it's in trouble. What do you think Optimus Prime would do?"

"You're not Optimus Prime, kid." Elita snapped.

"No I'm not, but Optimus wouldn't stand by and watch as his home, our home, is ripped apart," Hotrod said. "He wouldn't stand by while countless other worlds are destroyed by Unicron. I can't ever bring Optimus back no matter how much I could try, but I can at least honor his memory by defending the freedom of everyone he'd fought and died to protect."

Elita turned right back and glared at Hotrod. "You really think so, don't you," Hotrod nodded. Elita realized just thoughtless she'd been. "You sound just like Optimus, so unwilling to give up. Never faltering," There was a tense stare down between the two Autobots and then Elita said, "Okay, you made your point. Let's get off this Primus-forsaken planet."

Hotrod nodded and started to walk off. "I'll see you on the ship."

"Hey kid, Hotrod," Elita said, halting Hotrod. "You know, it took a lot of Spark to stand up to me," Elita herself walked passed Hotrod. "You might actually make a great leader some day." With that, Elita continued on toward the spiral ship. Behind her, Hotrod smiled a bit and went to join her.

* * *

It took some time and effort, but Springer, Outback and Blur managed to heave the covering clear of the alcove in which they'd taken cover from the Decepticon assault. The obvious familiarity of the Planet of Junk was there to greet them, along with the eerie sound of silence. As Outback and Blur helped a wounded Perceptor out of hiding and Daniel followed, Springer and Arcee assumed alt form. They lost contact with Ultra Magnus only a short while ago and according to Outback, he'd stay behind to fight off the Decepticons. That was the last they'd heard from him. Springer was worried as he hovered in helicopter form over the landscape with Arcee below him. At that point, Springer detected a signature not far, very, very faint. Too faint. Arcee suddenly transmitted an electronic message that sounded frantic. Springer doubled his efforts and found Arcee, in proto form, standing over the remains of Ultra Magnus. The other Autobots joined Arcee there as Springer assumed proto form beside them, and even he was in shock.

"By Primus, what'd they do to him?" Outback whispered as Perceptor gingerly kneeled beside the remains.

Ultra Magnus appeared to have been completely dismembered, his limbs having been violently pulled out. "Perceptor, what can you tell us?" Springer asked.

"He's is stasis lock, but with the damage, he may be too far gone for me to repair him." said Perceptor even as he cringed from his own injury.

"The-Matrix-is-gone. The-Matrix-is-gone. Without-it-there's-no-hope-no-hope-no-hope-no-hope-at-all." Blur chattered in distressed. Outback glared at Blur but said nothing.

"This can't be happening, Springer," Arcee said shaking her head. She'd yet to notice Daniel wandering off. "First Optimus and now Magnus. What do we do, now?"

"I don't know, Arcee. I just don't know." Springer said honestly.

Arcee looked down and saw that Daniel wasn't beside her but a couple feet away. "Daniel, what's wrong?"

Daniel turned to Arcee. "I saw something," he pointed to the west. "Out there."

Arcee looked to where Daniel was pointing. She didn't see anything at first, but then she saw the visage of a machine. Springer had joined Arcee and also noticed the machine's movement. Then came the sound of a motor, likely from a motorcycle. More of the same rumblings from the west and soon, a gang of robots appeared riding motorcycles. Springer got a great look at the big up front, and he didn't have the Decepticon insignia on him. These robots, these Junkions, were clearing natives of the planet. There were five of them altogether and they circled the Autobots, brandishing varying weapons from axes to chains. The leader of the group twitched as he rode around.

"Shock jock play list Number Two. It's time to play, 'End of the Line, My Valentine,'" The Junkion leader, who was known as Wreck-Gar, chattered and twitched. "Ready, ready, ready… CHARGE!"

"What are thing guys?" Outback shouted.

"Doesn't matter. Outback, take Daniel and Perceptor and get them to safety," Springer said. "Arcee, Blur, you're with me."

Outback took Daniel and Perceptor to cover, being completely ignored by the planet natives. Springer, Arcee and Blur assumed alt form and raced off with the Junkions in hot pursuit. The Autobots separated and went in different directions. Of the five Junkions, they split up; two grunts each going after Arcee and Blur individually while Wreck-Gar singled out Springer. Blur's pursuers flanked him on both sides, and one produced a capture net. That Junkion threw the net over Blur to the other Junkion, who caught it and they dropped the net onto Blur. Blur however was able speed off, thus ripping through the net like it was nothing. In doing so, one of his pursuers was yanked clear of his bike and dragged across the ground. Blur turned sharply and the Junkion careened into a weakened structure, losing an arm in the process. His bike slid next to him and crashed into the same structure. Blur sped and rammed into the other Junkion, flipping him up and over.

Arcee was having a slightly tougher run with her pursuer. One was riding at her left side, an axe in hand. He attempted to strike Arcee repeatedly but the rough terrain of the planet made it more difficult to score a shot. It also worked against Arcee, who was having trouble staying straight. As a result, the Junkion manage one or two attacks. The other Junkion rode up behind Arcee and tried to jump from his bike onto her. Arcee revved up her engine and banked forward, and that Junkion missed his target and face-planted the terrain. Then Arcee activated a wheel spike, jammed the wheel of the bike and sent the rider flying. The resulting crashed caused the rider to lose an arm and the bike in turn slammed into him. Something happened that neither Arcee nor Blur expected; the Junkion riders reattached their limbs and transformed into bikes, with the bike becoming new riders.

"These guys can repair themselves," Arcee shouted. "Their indestructible."

"That's-not-fair. How's-that-fair? Can-you-tell-me-how-that's-fair-cause-that-doesn't-seem-fair-to-me." Blur chattered louder than Arcee wanted.

"Just shut up and drive, Blur."

The chase resumed as Arcee and Blur raced off with the Junkions following. Meanwhile, Springer, even in his helicopter form, was having problems with Wreck-Gar. Wreck-Gar had in his hands, an iron chain, and he attempted to snag Springer. He caught the Autobot by his tail and tried to pull him down. Springer pulled back and won the Tug-o-War, yanking Wreck-Gar clear of his bike and causing him to slam into the ground. Wreck-Gar was up, undamaged, and his bike assumed proto form into another Junkion. Wreck-Gar produced what looking like a cross between a boomerang and a throwing star and hurled at the green helicopter. Springer made a single, subtle movement and the projectile missed him entirely, and then retaliated by clipping the leader down. Springer assumed proto form in mid-flight, morphed his rotor blade in a saber and charged at Wreck-Gar.

"Let's see how tough you really are, freak."

Wreck-Gar brandished an axe and twitchingly said, "We check in, but we don't check out. Five yard penalty for foul language."

Springer and Wreck-Gar closed the distance and then clashed. Springer threw the first strike as his saber struck a glancing blow to Wreck-Gar, knocking him back. He fell to knee and was back up and retaliated with a wide swing. Springer hopped back and went for another strike and missed. Wreck-Gar attempted an overhead swing that Springer blocked. Springer pushed back and Wreck-Gar righted himself. They circled, waiting to see who would made the next move. It was Wreck-Gar who charged and tried to sweep Springer, but Springer saw it coming and leaped. He leaped high, very high. He came down and leaped again directly over Wreck-Gar, who tried another wide arc and missed. Springer back flipped and landed on the side of an outcropping and threw himself right back. This time, he struck a blow to Wreck-Gar's shoulder, but answered with a hard fist to the chin. Springer staggered back dazed and was then rocked a second time by Wreck-Gar. This second blow knocked Springer down onto his back. Springer shook his head and saw Wreck-Gar charging at him, and he assumed his hover car mode and sped backward. Wreck-Gar missed his mark by inches.

"Cheater, cheater, scrap eater." Wreck-Gar cackled and charged again. "Even the people at home saw that one, Bob!"

"What is wrong with this guy," Springer muttered as he backed up. "And who's he talking to?"

He ran into a problem when he hit a portion of terrain and couldn't back up. Wreck-Gar was closing fast, so Springer assumed proto form and resumed the fight. They went back and forth until Wreck-Gar won out, literally snapping Springer's saber in two. He reared for the kill before he suddenly bashed in the head by steel beam. Springer looked up and was stunned to see Daniel with the beam. Daniel shrugged and Springer nodded as the other Autobots joined them. The problem was that the Junkions all regrouped and Wreck-Gar recovered relatively quickly, and they surrounded the Autobots. Outback helped Springer and they, along with Arcee and Blur, formed a circle around Daniel and the wounded Perceptor. They waited the Junkion to make a move. There were about ten of them now, as the bike themselves were also Junkions.

"What're they waiting for?" Arcee asked.

"Us, to make the next move." Springer answered plain.

"I say we give it to 'em." Outback said.

"I was afraid you'd say that, Outback." Perceptor said with a cringe.

The Junkions, Wreck-Gar at the head, started to close in on the Autobots. But then a loud boom sounded from up above the battlefield. A shadow loomed overhead and everyone, Autobots and Junkions alike, looked upwards at the strangest looking ship ever witnessed. It was no Autobot shuttle, nor was it Omega Supreme come to the rescue. It spiral shaped told otherwise. Springer had a bad feeling in his Spark about the ship that had appeared.

"Steady as she goes, Bob. Danger, Will Robinson! Danger!" Wreck-Gar chattered almost without pause.

The ship began a vertical descent until it touched down and a series of landing clamps held it in place. A ramped lowered down to the surface and hatch opened. For a few very tense moments, the Autobots though it might be the Decepticons again or something far worse. They tensed when they saw silhouette of a winged figure. Their fears turned to relief at the sight who appeared from inside the ship, and who else appeared soon after…

"Hey guys! You miss us?"

* * *

Author's note: Again, I stop right there for now. Don't get all bent out of shape because I keep leaving cliffhangers. Every storyteller does that; it's normal.

Everything in this chapter is pretty much the same as in the movie, except for the interaction between Elita One and Blackarachnia. And after that, Hotrod really stepped up and seems to have earned Elita's respect. And, Breakaway gives us the Line of the Day: "Aw, can we keep him?"

Let me know what you think and…

"Hi, is your name Bob?"

"WHATHUH? Wreck-Gar, how'd you get here?"

"Nice story you got here, Bob!"

"Get back in there, damn you!"

"Surely, you can't be serious!"

"Well, I _am_ serious. And don't call me Shirley. Or Bob!"


	25. Guns Aren't Exactly Friendly

Disclaimer: WARNING. Wreck-Gar just broke the Fourth Wall. I don't how he did it, but he pulled a Deadpool and broke the Fourth Wall. Hide the women and children and the dog; he's wacko.

"Pardon me, Bob, is this you computer mouse!"

"Hey, gimme that you friggin' nut job! And stop calling me Bob. That's not my name." (Mouse thrown, hits head) OW! Why'd you throw that?"

"You wanted the rat back, Wilson."

"I didn't say throw it and it's not a rat. And did you call me Wilson?"

"No, I didn't, Wilson. I mean Charlie."

(With teeth grinding) Get back in the story!

Sorry 'bout that. On to the story!

* * *

Chapter XXIV

The Planet of Junk-

There was a hush among those waiting for someone or something to appear out of the strangely shaped cruiser. Autobots and Junkions were stood almost frozen when a single figure began to emerge. Springer had his gun trained on the entrance ramp, followed by Outback, Blur and Arcee. Perceptor and Daniel were kept within a defensive circle. Even Wreck-Gar, who wasn't exactly keen on intruders on his planet, had a pistol trained at the entrance. The tenseness was soon replaced with relief among the stranded Autobots when Breakaway appeared from inside the ship.

"Hey guys! You miss us?" Behind Breakaway appeared Kup and the Dinobots, with Wheelie riding on Sludge's head.

"Kup, Breakaway!" Springer said, relieved.

"The Dinobots, too!" Daniel said ecstatically.

Arcee waited and waited until the one for whom she was most concerned appeared. "Hotrod," she whispered as Hotrod appeared. "Hotrod." she said louder and rushed forward.

Hotrod did the same, pushing passed Kup and Breakaway. It felt like teracycles since they'd last seen each other. Both had even felt as if they'd lost each other. Arcee certainly did. Quickly she literally pounced on Hotrod, who held his ground and even hoisted her off her feet. He still staggered a bit but righted himself.

"Thank Primus," Arcee muttered as Hotrod set her down. Then Arcee struck Hotrod hard in his chest. "You scared me half to death."

Hotrod rubbed his chest and muttered, "Nice to see you too, Arcee."

"I'm sorry, Hotrod. I…" Arcee stammered on her words. "I thought I'd lost you."

"Hey, it'll take more than a few 'cons to stop me." Hotrod said with confidence. Then he noticed the Junkion horde, with Wreck-Gar stepping towards him.

"Great," Kup said with his firearm ready. "Out of the supernova and into the black hole," Hotrod suddenly lowered Kup's blaster, much to the vet's surprise. "What're you doing, Hotrod?"

"Guns aren't exactly friendly."

"Neither are they in case you hadn't noticed." Kup said and nodded at the Junkions.

"He's right, Hotrod," Springer added. "These guys haven't finished harassing us yet."

"Trust me, I've got an idea. What was that Universal Greeting again," Hotrod said, further astonishing Kup. "Never mind, I think I got it."

Hotrod stepped up to Wreck-Gar, while Springer said to Kup, "Universal what?"

Hotrod didn't hear them as he approached Wreck-Gar, holding a small bit of energon in his hand. "Ba weep gragna weep nini bong."

There was a small commotion among the Junkions before Wreck-Gar silenced them. "Ba weep gragna weep nina bong?"

"Ba weep gragna weep nini bong." Hotrod said and handed the energon piece to Wreck-Gar.

Wreck-Gar stared at the piece of violet sustenance and then turned to his followers and shouted out to them the Universal Greeting. The rest of Junkions repeated the Greeting as if it had become an overnight religion. Hotrod was pleased with how things went, while Kup felt as if his jaw was about to come loose. The other Autobots were just as stunned. Even Wheelie began chanting the Greeting and Grimlock stomped the ground. Through all of this, Elita One emerged from the spiral ship. The image of the Junkions raising their gun and chanting the Universal Greeting in unison was the bizarre thing she'd ever seen, more so than the machinations at Quintessa. All the while, Wreck-Gar slapped a hand on Hotrod's shoulder.

"Ha-ha, friends all of Clan Junkion." he declared.

"You-know-I-had-bad-feeling-about-these-guys-but-now-I'm-starting-to-like-these-guys," Blur said. "I-think-we'll-get-along-just-fine."

"Yeah, I think you'll fit in nicely with these guys, Blur," Outback said and then saw Elita One. "Elita One?"

"Brawn, is that you," Elita said in shock. "What happened to you?"

"Long story short; I got an upgrade. Name's Outback now. Where's Chromia, and Firestar and Moonracer?"

Elita lowered her head. "They didn't make it."

Hotrod solemnly noticed the Ultra Magnus was nowhere to be seen. "Springer, where's Ultra Magnus."

Springer glanced at Blur and Perceptor and then said, "He's right there; what's left of him anyway."

Hotrod pushed by Springer to where Ultra Magnus should've been. In his place was a pile of red and blue metal and steel; the telltale signs of a torso. Along the perimeter of the torso were the limbs. Hotrod looked at the blackened optics, the mouth open slightly. Obviously, Magnus screen in his final moments. Hotrod also noticed the gaping hole in the chassis, where the Matrix should've been. Galvatron, Hotrod quickly concluded. Elita One stepped up next to Hotrod and even she was stunned at the sight of the broken Autobot. She whispered something, a name, too quiet for anyone to here.

"Dion!"

"What happened, Springer," Hotrod turned to Springer. "What did Galvatron do to him?"

Springer sighed. "The 'cons ambushed us. Magnus tried to hold them off as best he could but they were too much."

Hotrod clenched his hands into fist. "I'm getting sick of losing so many friends."

"By George, what a mess, but fret not," Wreck-Gar cackled and motioned to his clan. Some of them were carrying Magnus' severed limbs "You're smashed up friend, soon be like brand new off our assembly line with 90 day warranty."

Hotrod and company stepped back to allow the Junkion to work. What they actually were doing was anyone's guess. Then it became clear; the Junkions were repairing Ultra Magnus. Arcee had seen this before; the Junkions had an uncanny talent for salvage and repair. During the Autobot's first encounter with then, whenever a Junkion was damaged, lost a limb, they simply reattach said limb and continue on. Perceptor was impressed by the sight of three or four Junkions reassembling one body. It was with an efficiency that would've put First Aid and even the late Ratchet to shame. As the Junkions worked on Magnus, Breakaway had wondered off when he noticed something underneath a crooked pillar. It was a dark blue and white body that Breakaway soon realized was the Decepticon female he'd met back on Earth and then on Quintessa. Breaking into a sprint, Breakaway rushed to the fallen femme 'con and held her in his arms. Her optic were blackened. There was a puncture in her abdomen, like someone had stabbed right through her. Daniel, who'd followed Breakaway, noticed a hurt look on the young Autobot's face.

"Breakaway?"

Without looking at Daniel, Breakaway solemnly told the human, "I never got her name." With that, Breakaway the femme 'cons body close to him, touching his head to hers. A moment later, Breakaway felt a hand lightly touching his face.

The femme 'cons optics flickering on with the same silvery color they always been and they met Breakaway blue optics. "I know you," she said weakly. "Breakaway."

Breakaway smiled. "You still owe me your name."

The femme 'con smiled back. "Tempest. My name's Tempest."

"Don't worry, Tempest," Breakaway said as he hoisted Tempest in his arms. "We're gonna get you fixed right up."

"I'd like that." Tempest said.

The Junkions continue to work diligently on repairing Ultra Magnus as the Autobot watched. It was like bona fide clockwork and in almost no time at all, they were almost done. All that remained was the reattachment of the right arm. It went into the socket and snapped into place with no effort at all. Then the Junkions applied a sort of fluid to the body, which gave off an impressive shimmer. Finally, the chassis closed shut and Wreck-Gar gave a celebratory shout. The optics flashed briefly, and then lit up in a steady light. Finally, Ultra Magnus sat straight up as he'd awoken from a nightmare. Springer and Kup settled him down as he regained himself and he looked around at everyone present.

"You're alive," he said. "By Primus you're all alive. Kup, Hotrod."

"Yeah, we're all here, Magnus." said Kup and patted his shoulder.

Magnus looked around and notice the tall, pink and white Autobot standing before him. "Elita? Is that you?"

"It's good to see you again, Magnus," Elita said. "And… I heard about Optimus. I'm sorry."

"Yeah," Magnus said before he saw Breakaway carrying Tempest in his arms. "Breakaway, what're you doing?"

"It's okay Magnus. She's not going to cause trouble," Breakaway said and set Tempest down and turned to Wreck-Gar. "Can you fix her up?"

"Sure can do, Scooby-Doo!"

"I could use a fix myself." said Perceptor.

"Done!" said Wreck-Gar said and motioned two of his crew to Perceptor while he and another began working on Tempest.

Hotrod approached Magnus, a look of determination on his face. "Magnus, where's the Matrix?"

Magnus sighed, feeling defeated as he forced himself to recall everything. "It's gone. Galvatron took it. He's probably halfway to Cybertron by now."

"If the Matrix is gone, then so is our last beacon of hope." Kup said solemnly.

Silence filled the air around the Autobots. The only sound came from the Junkions rapid repair work on Perceptor and Tempest. As everything stood up to this point, the Autobots were routed across the galaxy, Optimus Prime was dead, the Matrix was in Galvatron's hand and Cybertron was cycles away from destruction by a monster planet. Kup might've been right this time; all hope was gone or at the very least, fading fast. But Hotrod shook his head. He wasn't convinced. He didn't come all this way to give up now.

"It's not over yet," he said. "We've got to get to Cybertron, take back the Matrix and destroy Unicron."

"Ah, Unicron. Yes, act now, destroy Unicron. Kill the Grand Pooba; eliminate even toughest stains." Wreck-Gar chattered.

"Even if that were possible, how exactly do we going to get to Cybertron," Springer pointed out. "We've got only one ship and I doubt we can fit everybody inside."

Wreck-Gar suddenly pushed passed Springer. "Step right up, step right up. Hurry, hurry, hurry and test drive our latest vehicle, free with no obligation."

Wreck-Gar opened a panel, pressed several button and even kicked the console for good measure. The Autobots looked with a mixture of confusion and amusement. Then the terrain began shaking beneath the feet of the Autobots. Various bits of junks tumbled to the ground, which conversely began to rise. There was definitely something beneath the terrain and as it rose up, the Autobot realized that it was actually a ship. This cruiser was crudely put together from spare parts, much like the Junkions themselves, and yet it appeared extremely sturdy. Still, a number of Autobots were impressed.

"New and improved from the Junkion Planet, comes this sleak and sexy 2010 import, with torbo handling." Wreck-Gar announced with pride.

"Ooh! Grimlock like junk ship."

"Why thank ye, big lizard bot." said one of the Junkion. And he hopped up actually planted a kiss to Grimlock's nose.

"Ew, Grimlick, no kisser. Grimlock, King."

"Okay," Hotrod said. "I think we've finally got a plan."

"And what about her," Kup asked and pointed at Tempest.

"Look, I know I've done some terrible things, but I'm not like Galvatron," Tempest said. She was starting to move a little better now. "I'm not like any of the Decepticons. I can help you."

"I believe her, Hotrod," Breakaway said and put a hand on Tempest's shoulder. "I think she should at least be given a chance to prove herself."

"Is that your Spark talking, Breakaway?" Kup wondered.

"Bust my afterburners all you like, Kup. But I believe her."

Hotrod huffed. "She comes too! Now let's get to Cybertron."

With that, the Autobots and Junkions all boarded the two ships, dividing into crews. Wreck-Gar, de facto captain of the Junkion cruiser, boarded that ship with Ultra Magnus, Perceptor, Blur, Outback, Elita One and Wheelie. The Dinobots were also loaded onto the cruiser. Meanwhile, Hotrod board the Quintesson cruiser with Kup, Arcee, Springer, Daniel, Breakaway and Tempest. With all on board their respective vessels, and the course laid in, the two cruisers ignited their engines. With a brilliantly blinding light and a massive rumble, the cruisers launched. From the ground of the Junk planet, through the atmosphere and into the stars. As they disappeared, the Planet of Junk grew quiet, with no sound at all but the wind. The wind, that blew over the terrain and over the wrecked carcass of a black and silver winged robot. It was a single machine that belonged to neither Autobot nor Decepticon. A husk of metal that, had one looked very closely to it, began to slowly disintegrate into dust. Not actually dust, not as a human would think but into something else entirely. As the wind picked up this digital dust, a very faint flash of green appeared and then quickly vanished.

* * *

Cybertronian Space-  
Kaon-

"At least give me the opportunity to study it. To learn what it is about the Matrix that drives the Autobots."

"I didn't pry the Matrix from Magnus' tinfoil carcass so you could conduct a scientific exercise, Shockwave," Galvatron was pacing back and forth, with the Matrix hanging around his neck by a chain. "This isn't some random object from the Badlands," he said, holding the Matrix by the chain. "This isn't some relic from some long forgotten era of… Gods," Galvatron stormed out of Shockwave's lab toward the launch point for the Seekers. "This is a weapon and I intend to use it."

"Against that," Shockwave pointed directly at Unicron, who hasn't moved since destroying the Moon Bases. "It will do nothing against Unicron, Galvatron."

"The Autobots will do nothing," Galvatron bellowed and stormed right up Shockwave's single optic face. "You contacted them on Earth. Where are they? I don't see any them coming through the Space Bridge."

Shockwave stood his ground as Galvatron ranted. All the while, he saw something. It looked as though Galvatron was very slowly losing his mind. Perhaps it was yet another side effect from his reformatting by Unicron. In fact, Slipstream had spoken to Shockwave recently about what happened back on the Planet of Junk. Barricade and Scourge too. Even the normally stoic Soundwave voiced his opinion. Their combined opinions were all the same; Galvatron was seemingly on the brink of insanity. Only Cyclonus remained loyal to his leader.

"You say the Matrix will do nothing against Unicron, but I disagree," Galvatron continued. "You see, Shockwave, I don't even have to use it. The mere threat of its use, just its very presence will bend Unicron to my will. Then I'll use him, just like he used me, to destroy that pathetic insect planet Earth. Once that's been done, no force in the universe will dare challenge the Decepticons again."

Shockwave remained eerily stoic and unyielding. "You're insane. Not even Megatron or Starscream were this maniacal."

"Continue to press the issue, Shockwave. I dare you," Galvatron with a sick smile. Shockwave said nothing. "Thought so."

With that, Galvatron assumed alt alternate space craft form and jetted off. Shockwave watched him go. The argument very conformed what he already knew; Galvatron was slowly going insane. Perhaps he already was insane. Shockwave went to his computer, flipped a switch and moments later, Scrapper appeared. The screen split and revealed the Stunticon leader Motor Master, and then again to reveal Combaticon leader Onslaught.

"Time is short," Shockwave said. "The Autobots aren't coming."

"I told you we couldn't trust the Autobots, Shockwave." Onslaught said.

"I agree with Onslaught," Scrapper added. "The Autobots are too short-sighted to see the big picture."

"Or maybe they're just too scared to face death," said Motor Master. "Not me. I'm happy to take the fight to this so called monster planet, even if I gotta throw Breakdown and Dead End into the fire."

"What about Galvatron," Scrapper said. "It's very clear that he's not of sound judgment anymore."

"Just have you teams ready. If Unicron attacks, the survival of the Cybertronian race will rest with solely with the Decepticons," Shockwave said. "As far as Galvatron goes, I will do what I must."

"You mean you'll take up the mantle of Decepticon leader?" Onslaught said.

Shockwave simply replied, "It's only logical."

* * *

Author's note: Okay, it took a while but I finally got Wreck-Gar under control. He won't be breaking down any more Fourth Walls. I hope.

Not too much different from the movie other than the lack of the cheesy dance scene. Which is good; nobody needs that crap. And yes, Tempest is still alive and has joined the fight although she's not officially an Autobot.

Plus, for all you lunatics with lava seeping into your metaprocessors, Galvatron seems to edging just a hair closer to madness. Something tells that his bold master plan is not going to work.

The final battle is fast approaching, so stay tuned and review.


	26. You Underestimate Me, Galvatron

Disclaimer: I'm jumpin' for joy here. My original review count of 37 for a single story has been surpassed. I must say that I'm very please with how this story has been received. Thank you so much, but we're still not finished yet. Here's the next chapter, and I don't own the rights to Transformers.

And prepare for a surprising twist!

* * *

Chapter: XXV

Traveling across the cosmos in a ruggedly built makeshift vessel made of spare parts made Perceptor nervous. Maybe just a little more than Blur. More than once, a seemingly unimportant piece of the Junkion cruiser came loose only for one of the Junkions to reattach it. Or maybe said piece was vita to the operation of the cruiser. In any case, watching the Junkions work their surgical magic impressed Perceptor.

"I'm surprised this ship hasn't fallen apart yet."

"Me too," Outback said. "These Junkions though, they got a knack for surgery."

"I-don't-like-this-I-don't-like-this. We're-flying-into-the-eye-of-the-storm-in-a-messed-up-ship-made-of-scrap-metal. It's-like-I've-been-saying-all-along; we're-all-gonna-die," Blur chattered. Then he saw that his Autobot comrades, including Ultra Magnus and Elita One, were growing very annoyed with his complaining. "I-know-I-know; shut-up-Blur!"

"Is he always like this?" Elita whispered to Ultra Magnus.

Magnus simply said, "Yeah."

Over on board the Quintesson cruiser, it was somewhat more silent. Hotrod and Kup were at the helm piloting the ship while Arcee and Springer were monitoring the video screen. The only ones not doing much were Daniel and Breakaway. Daniel, for his part, simply stood by and watched Arcee and Springer work. Breakaway didn't have much to do or knew how he could be of any use to anyone until they got to Cybertron. He did notice that someone was missing from the crew and turned around. He could see, concealed in the shadows, Tempest huddled up and apparently deep in thought. Breakaway approached her until he stood above her, and then he sat down next to her.

"You okay?" he asked.

Tempest glanced at Breakaway. "You took a chance vouching for me. I've seen the way your friends look at me; they don't trust me. Especially Arcee."

"It takes a while for Acree to warm up others. Just ask Hotrod." Breakaway laughed.

"I heard that!" Hotrod called out from the helm.

"So did I!" Arcee added.

Tempest shook her head and sighed. "I can't say I blame them. I mean, I'm still wearing the Decepticon symbol."

"If we survive this, I'm sure we can get you rebranded." Breakaway with a smile.

Tempest smiled back. "I'd like that."

At the helm, the Autobots all exchanged glances and even chuckled. "Ah, young love." Kup muttered. Then he noticed something on the radar. "I'm picking up a pair of blips here, a few kilometers out and closing."

"Let me get it on screen." Springer said.

The view screen switched to an image of two large but significantly different vessels. One appeared to be a giant gray rocket being propelled on massive boosters, while the other appeared to be a white Earth-based Space Shuttle with a blue module underneath. The Autobots on both cruisers all collectively smiled when they realized that both vessels bore the Autobot insignia. The rocket they all easily recognized as Omega Supreme, but the Space Shuttle was another story.

"How did a Space Shuttle get this deep into space?" Daniel asked.

"That's no Shuttle, Dan-O," Hotrod said and hit a switch. "Skyfire, this is Hotrod. Is that you?"

_"It's me alright, Hotrod. New and improved thanks to Wheeljack, Grapple and Hoist."_

On the Junkion cruiser, Ultra Magnus called. "Skyfire, this is Ultra Magnus. Good to see you airborne again. What are doing all the way out here?"

_"We received a warning from Shockwave, believe it or not. Something about a giant monster planet. We're headed for Cybertron right now, but we figured you could use a hand."_

_"Destination: Cybertron. Primary objective: eliminate Unicron."_ Omega Supreme said.

_"This is Wheeljack on board Omega Supreme along with Hound, Sunstreaker, Sideswipe and Tracks. We're all with you, and Skyfire is transporting the Protectobots and the Aerialbots."_

"We're gonna need all the help we can get." Ultra Magnus said.

"One thing; the name Skyfire really doesn't apply to me anymore. So from this point on, you can refer to me as _Sky Lynx_."

"Whatever you want, Skyfi- Sky Lynx," Hotrod said. "Now, let's go. We've got a planet to save."

* * *

Galvatron jetted long and far from Cybertron on his approached to Unicron. The Matrix rested in the cockpit of his space craft mode as he flew closer to the Chaos Bringer's hull. Once he was near enough, Galvatron assumed proto form, the Matrix flung from his cockpit into his hand. He gazed at the jewel inside the gold casing, unimpressed or perhaps more uncaring. Many of his troops grew to believe Galvatron was edging that much closer to madness to challenge Unicron. Ambition often bred boldness, but also recklessness. Galvatron didn't care. He was sick of serving Unicron and now was the time for change. There would be only one conqueror of the universe. Galvatron would be that conqueror. He gazed up at the hull of the monster planet as far as the optic could see. He had a clear view of the giant pincers and the maw. A smile of malice crept onto Galvatron's face as he hoisted the Matrix high.

"I know you can hear me, Unicron. And I know you can see this," Galvatron shouted and held the Matrix above his head. "The Matrix of Leadership; I now hold in my grasp the very thing that you most fear," Galvatron paused to let that sink in. "You must've though me a complete and utter fool when you sent your drifter puppet Sideways to watch me. But I am no fool. Now, as hold the Matrix, I too hold your fate in my hand. From this point on, you will do my bidding, or taste my wrath," Galvatron waited for a response but got nothing from Unicron. "Answer me, Unicron."

Still there was nothing, and Galvatron was about ready to snap. But then came a tremor that grew steadily more violent. Galvatron looked around but saw nothing that was the cause of the tremor. Then the realization sunk in; it was Unicron. Before Galvatron could process it, the portion of the hull on which he stood lifted up at an angle. Galvatron was sent into a tumble before narrowly catching an iron protrusion and pulling himself into solid ground. He then beheld the most awe inspiring and terrifying sight imaginable; Unicron was transforming right before his optics. The spherical hull shifted away from view and two impossibly huge arms emerged. Then two gargantuan legs formed and the ring the once surrounded the hull became like giant wings. Galvatron couldn't quite tell but he was almost certain that he standing atop the chest of Unicron. He felt the entire structure shifting into an upright position. Galvatron looked over the side of the ledge he was standing and could see straight down the torso. Then he saw Cybertron up ahead. Galvatron turned back around then and there, just in time to see the horned head and face of Unicron. Two gigantic green optics appeared on which Galvatron could see his reflection, and then a monstrous mouth opened followed but made no sound. Then Unicron glared down directly at Galvatron, his face alone billions of time larger that the tiny Decepticon leader. For the first time, Unicron spoke to Galvatron, face to face.

**"You underestimate me, Galvatron. For a time, I've consider sparing you wretched little planet Cybertron, even knowing that it once was Primus himself. My old foe, reduced to a barren wasteland,"** Unicron then began to move slowly toward Cybertron, extending his massive hands. **"Now, you shall witness its dismemberment."**

"No!" Galvatron shouted, to no heed at all from Unicron.

In his lab on Kaon, Shockwave and every Decepticon present, including Cyclonus and Scourge, could the giant form of Unicron closing. "Unicron has betrayed us." Cyclonus said.

"Oh really, you think?" Blitzwing snapped

Shockwave slammed his fist onto a switch on the console. "All Decepticons, this is Shockwave; we are under attack. Combiner teams and available Seekers, scramble, scramble, scramble."

_"How're we gonna fight that thing?"_ Barricade shouted from the _Nemesis_.

"Just do it, Barricade." Shockwave shouted back.

The first came from Unicron, as he drove his single giant hand directly into the surface of Cybertron. Skyscrapers left behind from the Great War were reduced to splinters in nanoseconds, along with any Cybertronians who were unfortunate in the way. In the chaos, the _Nemesis_ warship was airborne, flanked by a squadron of Seekers and Sweeps. The attack came fast and furious as countless Seekers and Sweeps took countless shots at Unicron. Dirge, Thrust, Blitzwing, Cyclonus and Scourge were among the flyers as they jetted in every direction. Several other Seekers, many still having retained the Cybertronian alt forms, joined in the battle for Cybertron. Among them the _Nemesis_, piloted by Soundwave and Barricade, closed and fired every available turret and missile at Unicron, while the Combiner teams, jumped into the fray. They quickly combined; the Constructicons into Devastator, the Stunticons into Menasor and the Combaticons into Bruticus. The gestalts assaulted Unicron's lower torso with blaster shots and heavy handed blows. Seekers and Sweeps performed hit and run tactics and the _Nemesis_ unleashed an onslaught of missile fire. All of this hardly slowed Unicron, who easily swatted the _Nemesis_ out of the sky. The ship, heavily damage already and in flames, plummeted back to the planet's surface. Soundwave and Barricade barely managed to escape in time. Numerous Seekers attempted to attack Unicron's face, only to be latterly swallowed by him. Dirge and Thrust and a pair of Sweeps were among the victims and Cyclonus, Scourge and Blitzwing pulled out to regroup. The Gestalts were fairing little better. From his lab, Shockwave was watching the battle when he noticed that Slipstream had not joined in the fight.

"Why are you still here, Slipstream," he asked. "Get in the fight." Shockwave turned back to watching the battle and suddenly jolted violently in the back. He went down to the floor with a gaping hole where he was shot. He looked up, his vision becoming like static but could see Slipstream standing over him.

"Oh, I'm so sorry, Shockwave."

Shockwave recognized that the voice. "Starscream! How? You're offline."

"I'm not," Slipstream, or rather Starscream aimed the Null ray and fired, blowing Shockwave's head off. "But you are."

Just then, Barricade arrived back from the battle and saw Shockwave dead and Slipstream standing over him. "What happened to Shockwave?"

Slipstream didn't answer and nimbly leapt atop the port frame. With a final turn, she said to Barricade, "Farewell, Barricade." She then transformed and jetted away.

Like Shockwave, Barricade knew the voice. "Starscream?"

Barricade wouldn't have the chance to contemplate what he'd just witnessed. He could see the giant hand of Unicron barring down on the tower. Seconds later, the tower, along with Barricade, was crushed. Unicron began to ascend atop the planet Cybertron even as Seekers and Sweeps jetted around him. Even though he could easily swat them out of the sky, for Unicron was strong, the Decepticons were many. Galvatron watched as his minions were still clearly fairing poorly against Unicron, and he saw one only alternative; attack. Galvatron assumed cannon mode and fired at Unicron, striking his jaw. It got the titan's attention and Galvatron assumed space craft form. Unicron made a grab for the tiny craft and missed. Galvatron continued to fire at Unicron in a relentless volley as Unicron tried to crush him between his palms. Again, Galvatron avoided, return his original position and again assume cannon mode. This time, Unicron went to grab Galvatron between his fingers as Galvatron assumed proto form. Unicron caught him and hoisted him up to his optics.

**"You cannot hope to defeat me, Galvatron," **Unicron said to the tiny Decepticon. **"Cybertron will be destroyed, and you along with it."**

Galvatron tried and failed to pry himself loose of Unicron's grip. "Never," As Galvatron argued, Slipstream arrived, assumed proto form and hovered in front of Unicron and Galvatron. "Slipstream, help me."

But Slipstream simply crossed her arms and, in raspy tone said, "I didn't hear a please, Galvatron."

Galvatron narrowed his optics when he heard the raspy voice. "Starscream! That's impossible."

"Oh, I beg to differ, Galvatron," Starscream said with twisted glee. "Did you honestly think I didn't have a contingency plan in place? You see, Slipstream was created with a program that would allow me to take control of her in the event of my untimely demise. I must say that it worked out well."

"And you've been hiding within Slipstream all this time?" Galvatron concluded.

"Got it in one," Starscream confirmed with added glee. "I took control of my creation the moment you crushed my head, and there I hid, waiting for my chance at revenge. My only complaint is that I didn't anticipate your little rebirth by Unicron," Starscream uncrossed his, Slipstream's arm and aimed the Null Ray at Galvatron. "Doesn't matter now; with you finally out of my way, I can take my place as the rightful leader of the Decepticons and ruler of Cybertron."

Galvatron could feel Unicron hoisting him higher and saw the titan open his mouth. "For all you genius, Starscream, you're still an idiot. There won't be a Cybertron left to rule."

"Oh well. I can always rebuild Cybertron, in my image," Starscream ranted. "Too bad you be around to see it. Enjoy your time in oblivion, Galvatron."

Just as Unicron let him go, Galvatron lunged and Starscream by his foot. "If I go down, I'm taking you with me."

Galvatron then dropped into Unicron's mouth, taking Starscream down with him. They disappeared into the darkness. Unicron would've been quite satisfied had more Seekers and Sweeps, with Cyclonus and Scourge leading the charge, not interrupted. Devastator, Bruticus and Menasor joined the fight and continued to combat the Chaos Bringer, who was now standing a pot Cybertron itself. Unicron used a combined attack optics bolts, acid breathe and his bare hands to ward off the assault from nearly every Decepticon that still functions. As this went on, a group of vessels approached from the distance; The Autobots. The Quintesson cruiser was at the head of the pack, flanked by Omega Supreme on the left and the newly rechristened Sky Lynx at the right and the Junkion cruiser bringing up the rear. Inside the Quintesson cruiser, the Autobots were in awe.

_"Whoa. Is anyone else seeing this?" _Sideswipe asked for inside Omega Supreme.

"I'm seeing it, Sideswipe," Springer said from the Quintesson cruiser. "But I don't believe it."

_"I think we're gonna need bigger guns."_ said Sunstreaker.

"Tempest, did you know this was gonna happen?" Breakaway asked the femme 'con.

"I'll admit, I expected something," Tempest solemnly said. "But I didn't expect this."

"Kup, does this remind you of anything?" Hotrod asked.

Kup was silent, awestruck even and finally said, "Nope. I've never seen anything like this before."

As the Autobots watched Unicron's assault on their home planet, Daniel suddenly became distressed. "Where're the Moon Bases? Where're my parents?"

Hotrod looked at Daniel and with a newfound resolve, he said, "That's what we're gonna find out."

_"For Cybertron. Let the battle be joined."_ said Omega Supreme.

With that, the Autobots pushed forward into the battle for their home. From inside his blue transport module, Sky Lynx released the Aerialbots and Protectobots. After this, Sky Lynx assumed his new proto form; an enormous prehistoric bird. The front portion separated from the body, revealing an elongated crimson neck and the shuttle nose became like a dragon head. The tail end also separated to become like an actually tail. The gold wheels of the transport module became clawed limbs and the proto form released a deafening shriek.

"Alright Unicron, behold the glory that is Sky Lynx."

With that, Sky Lynx went directly on the attack, catching Unicron off guard. The Protectobots merged into Defensor and the Aerialbots became Superion, joining their Decepticon counterparts in the battle. Omega Supreme released the Autobots from within his structure before assuming proto form. He quickly took up the lead among the other gestalt. There was a brief glance between Omega and Devastator, their trouble history still fresh in their minds. Then they went to war against Unicron. These reinforcements provided Unicron with a bigger fight than he expected, yet he continued to fight them off with optics bursts and heavy swat. As all of this took place, the Junkion and Quintesson cruisers were closing in, releasing the six Dinobots along the way. Unicron continued to swat at the multiple target when he saw the cruisers coming. He unleashed a sickening stream of acid breath that struck the Junkion cruiser head on. The cruiser was rocked and pounded, portions of the hull melted away; and it still kept coming. Inside, the Junkions were already making rapid repairs.

"Advanced die cast construction. Resists fire, rain and acidic corrosion for up to 5 to 10 years," Wreck-Gar, himself busy with repair as Perceptor and Ultra Magnus watched, chattered on. "Satisfaction guaranteed."

In union, the other Junkions declared, "Or you money back!"

Perceptor looked at Magnus and said, "Alright. I'm actually impressed."

The Quintesson cruiser fired at Unicron, who fired back with an optic burst. The first volley missed, but the second struck the port side. Another burst came, this time severing the stern section. The impact through the crew to the floor. Hotrod tried to right the cruiser, even as he was starting to lose attitude control. Arcee and Springer tried to help him but they fair little better. Breakaway checked the readout, which confirmed the loss of the cruiser's stern.

"We lost something."

Hotrod checked the readout himself and declared, "At least we're still flying half a ship."

"Now what?" Arcee asked.

Hotrod looked out the view port at Unicron, who was still busy with the random targets. The ship went into uncontrollable spin; directly toward Unicron. Then an idea cropped into Hotrod's head and even he didn't like it. He didn't even know if it would work, but he was going to try it. He plotted a collision course straight at Unicron as the ship continued to spiral out of control. On the Junkion cruiser, Ultra Magnus and Elita One noticed the Quintesson cruiser's course.

"Hotrod, what're you doing?"

_"Our friends are inside that monster,"_ Hotrod responded from the cripple vessel. _"Time to get them back."_

"That's suicide! Don't…" Ultra Magnus was suddenly cut off by Elita One.

"I think Hotrod knows what he's doing, Magnus." she said.

"How? What makes you so sure?"

Elita gazed at the screen. "Because Optimus would do the same thing. Let's just give him some cover."

The Junkion cruiser fired on Unicron with it hull mounted turrets, quickly gaining the titans attention. Sky Lynx and Omega Supreme joined in the rapid fire assault. This was to be the distraction Hotrod was hoping for as he pilot the ship towards Unicron. Unicron swatted at the distractions and turned right in time to see the Quintesson cruiser coming straight his face. But he was already too late to prevent what happened next.

* * *

Author's note: This is where I stop for now. I will pick up the final battle in the next chapter.

Surprise, surprise; Starscream is back in a big twist, as he is now within the body of Slipstream. Plus, Skyfire has been reborn as Sky Lynx.

Shockwave's death was not clearly depicted in the movie, but according to early scripts, his lab was crushed by Unicron in the initial attack. The scene here has been modified to depict Slipstream (Starscream) killing Shockwave before Unicron smashes the lab, along with Barricade. Wrong place, wrong time. Barricade.

If you like those little twists, you'll love what happens in the next chapter. See ya, bye.


	27. You Lack Even Prime's Courage

Disclaimer: It's almost over, isn't it? I'm actually conflicted because I don't want it to end but I know it has to end. Hence, I'm saddened by it but I'm also very proud of what I've done and I have the readers and supporters to thank for keeping this thing going. I know, I sound like a damn fool, but that's probably because I put so much effort into this story. I kinda had to after that debacle years ago. I've had other dud too but I'm not gonna get into it. On with the next chapter.

I'm gonna skip the ownership thing, by the way.

* * *

Chapter XXVI

Before Unicron knew what hit him, the crippled Quintesson cruiser crashed right through his left optic. Shards of green glass rained down, forcing the titanic robot to grab for his so far, only wound. It bought the army of Cybertronians, Autobots and Decepticons alike, a chance to mount a heavy assault. In the mean time, the crew of the Quintesson cruiser tumbled out of into a darkened abyss of steel. The cruiser itself slammed into the steel and was ripped apart upon impact. The Autobot fell far and long, as it seemed like there was no end in sight. There was though, but the bottom was coming fast. The three flight capable Transformers; Springer, Breakaway and Tempest, activated built in thrusters to slow their descent. Along the way down, they caught Kup, Arcee and Daniel and gently descended to the surface below, eventually setting down and catching a reprieve.

"So, the plan was to crash our ship right through this monster's optic and hope to survive our little suicide mission." Breakaway ran down the basics of the situation.

"Yeah, pretty much?" Kup confirmed.

"Well, we're off to a good start then." Breakaway joked.

Arcee was starting to stand up and glared at Tempest, the one who caught her and Daniel. "Thanks for the assist."

"Don't mention it." Tempest said.

"Wait a minute," Daniel said and looked around. "Where's Hotrod?"

Springer was about to speak when he noticed movement in the distance. "I don't know, but I hope they didn't get it."

The wall claws that once attacked several previous intruders returned with a vengeance, going right the latest intruders. "Quick, this way." Arcee said upon seeing a passage up ahead. The Autobots ultimately made a break for it with the claws in hot pursuit.

* * *

Hotrod had no idea what happened or where he was since crashing the ship through Unicron's optic. As he was starting to stir though, he realized he wasn't quite on solid flooring but hanging precariously onto an iron spike. Hotrod looked around briefly at several similar spikes, wondering if his friends survived the fall. He started to pull himself up but lost his grip and plummeted further down, having the unfortunate luck of slamming into random surfaces before reaching the bottom and skidding across it. The fall knocked Hotrod out briefly before he recovered. He was on his back, looking straight up at the darkened area before he started to rise.

_Smooth, Hotrod. Real smooth. _he thought.

A took a few agonizing moments passed before Hotrod was vertical and even then he staggered a bit. Hotrod glanced around; almost near pitch black darkness surrounded him. He could only barely make out steel walls in the shadows, though they were shaped in such a way as to make them seem unique. It was also deathly quiet and that made him uneasy. Hotrod cautiously moved through the darkness, but he couldn't shake the feeling that he wasn't alone. It might have been justified had Hotrod noticed the shadows behind him moving ever so slightly and on their own. Hotrod then noticed something up ahead, almost like static. Curiosity was an enemy here, for Hotrod went to get a better look at the static. It appeared to be some kind image, not unlike a video feed. It showed the image of an unknown metal planet being apparently ripped apart. Then it suddenly hit upon Hotrod that he was witnessing the destruction of the planet Lithone; from Unicron's perspective. Another image appeared right beside the first one, this one showing the siege at Autobot City on Earth. Then another image appeared above the second one showing, much to Hotrod's great regret, the final battle between Optimus and Megatron followed by the passing of the Matrix to Ultra Magnus. More images appeared showing countless events, and Hotrod began to think he was inside some kind of archive. So drawn to what he was seeing that he didn't notices the shadows behind him starting to take shape. The shaped first formed a set of broad legs, then a torso followed by arms. The head came next and the shape took on an all too familiar visage before it formed an axe like weapon. Hotrod suddenly turned and ducked out of the way before the shape could cleave his head off. The axe itself left a visible gash in the wall. Hotrod rolled to the side and was upright, energy crossbow ready. But then he saw the shape in full view, and it left him stunned beyond belief.

"Optimus?" He called out.

The mechanoid, shadowed in a destingishing pitch black, greatly resembled the late Optimus Prime. Only there was lingering differences; apart from the color scheme, the axe itself glowed dark violet and crackled electricity. Its optics gave off the same crackling dark violet as the axe. At first, Hotrod wanted to think that Optimus was alive and well and standing right front of him. Maybe Optimus had actually slipped into a prolonged stasis lock. That theory was blown out the airlock when the darkened Optimus Prime lunged at Hotrod, axe held high. Hotrod ducked and rolled, avoiding a heavy overhead slash and then a quick swipe.

"Okay, you are definitely _not_ Optimus Prime." Hotrod said.

The creature that so greatly resembled Optimus Prime, but clearly was not, charged at Hotrod again with it axe raised. Hotrod aimed his energy crossbow but hesitated. But he forced himself to fight back and fired. The first stream of bolts struck and ultimately bounced from the chassis of this Anti-Optimus… This _Nemesis Prime_ that was still coming. Hotrod saw that his crossbow wasn't going to cut it and switched to his regular blasters. He fired away, striking Nemesis Prime in the chassis and shoulder and driving him back. Hotrod continued to fire, forcing Nemesis Prime to block most the shots with his axe. Nemesis Prime roared angrily and suddenly transformed into a demented version Optimus Prime's alt form. The twisted trailer revved its engine.

Hotrod, marveling at the further similarities between Optimus and this creature, could only mutter, "Scrap."

The hulking black machine rolled directly toward Hotrod, who just barely avoided initial contact. Righting himself, Hotrod fired at the trailer, striking the cab portion even as it coming back around. Hotrod continued to fire away as the trailer was approaching fast and hard. By the time the trailer was almost right on top of him, Hotrod knew it was time in improvise. He leaped and caught hold of the cab and the machine gunned its engine and sped up. Fast. The trailer drove madly and even plowed into the walls in its attempts to be rid of its unwanted passenger. Hotrod held on, while at the same time thinking his method of attack was a bad idea. Nemesis Prime's own attempts to shake the young Autobot loose weren't going as planned, if this thing were capable of planning at all. He assumed proto form with Hotrod still clinging to him. Nemesis Prime quick caught Hotrod and wailed on him and then tossed over his head. Hotrod crashed down into the floor and right back up just in time to see Nemesis Prime lunging at him. Nemesis Prime missed a wild swing of his right fist, and Hotrod struck with a series of body blows. He then struck with a swift left hook to the face plate. Nemesis Prime didn't appear phased.

"Son of a…" Hotrod couldn't finish as Nemesis Prime head butted him.

Hotrod was staggered as Nemesis Prime grabbed him and continued to pummel him. For the next few cycles, it was all Nemesis Prime dominating the much smaller Hotrod in a straight ahead fist fight. Hotrod tried to fight back but he clearly no match for the twisted Optimus Prime clone. In the end, Hotrod was thrown down onto his back and Nemesis Prime stood over him. Hotrod caught sight of Nemesis Prime holding a huge gun, all too similar to Optimus Prime's plasma rifle. Nemesis Prime aimed the barrel of his rifle straight at Hotrod's face and was just about ready to fire. But then Nemesis Prime was attacked and blown clear across the area. Hotrod climbed onto a knee and found of all Cybertronians, Galvatron storming right by him and focusing on Nemesis Prime. Nemesis Prime started to stand and Galvatron fired his partical cannon, this time blowing the clone's rifle, and arm, clean off. The arm hit the floor with a clang and then disintegrated into nothing. Still, Nemesis Prime kept coming and Galvatron kept shooting, each shot ripping a chunk from the clone. One final shot practically ripped Nemesis Prime in two, and the body disintegrated. Galvatron soon turned his attention to Hotrod, who could clearly see the Matrix dangling from his neck.

"Oh, it's you; the little Autobot upstart." spat Galvatron.

"Oh, it's you; the Megatron wannabe." Hotrod spat back. "What're you doing here?"

"Paying the price for serving Unicron," Galvatron then noticed Hotrod glancing at the Matrix. "You want this, don't you?" he said, tapping the Matrix with his finger.

"The Matrix is the only thing that can stop Unicron. So yeah, I'm gonna need that back." Hotrod said.

"You act as though it's your birthright," Galvatron huffed. "It'll do you no good, Autobot. This little hunk of steel has proven rather ineffective against Unicron."

Hotrod didn't want to listen to the claims from Galvatron about the Matrix, which he kept in full view. "You're wrong, Galvatron," He said with a certainty he never knew he felt. "The Matrix _can_ stop Unicron."

"Really, and who's going to make it work? You," Galvatron disbelievingly spat and laughed. "Ultra Magnus couldn't use it and neither could I. What makes you so unique?"

All the while the two Transformers argued, they were being watched from the shadows the newly reborn Starscream. Starscream, who had only recently taken control of Slipstream's body, was hanging on every word in Galvatron and Hotrod's heated exchange. He could clearly see the Matrix dangling from around Galvatron's neck. Its enticingly brilliant glowing jewel seemed to beckon him to it. It could be the thing Starscream needed to finally do away with Galvatron. He just had to find a way to seize it. Starscream continued to listen, and he didn't notice the shadows taken shape behind him.

"I didn't say I was unique, but only an Autobot, a Chosen One, can use the Matrix." Hotrod continued.

"And you're implying that you're this so-called Chosen One? Don't make me laugh." Galvatron said.

Hotrod contemplated this and, after everything he'd endured, all of the experiences, he boldly declared, "Maybe I am!"

Before Galvatron could say more, he and Hotrod heard screaming. They soon saw Slipstream, or at least her body, fumbling from the shadows, followed closely by a resurrected Nemesis Prime. Unlike Hotrod, Galvatron knew full well that Slipstream was really Starscream, and that he deserved whatever this mecha of shadows called Nemesis Prime was about to do to him. Starscream flailed across the floor, crawling backwards to avoid Nemesis Prime before stopping right at the feet of a very angry Galvatron. Upon seeing Galvatron and looking back at Nemesis Prime, Starscream grabbed Galvatron's leg.

"Galvatron, save me! Please!"

_Typical! _Galvatron thought and kicked Starscream away. "Save yourself, Starscream," he spat as Starscream fumbled out of harm's way. Nemesis Prime was approached with an axe literally to grind. Turning to Hotrod, Galvatron said, "We'll discuss this later, Autobot."

Galvatron activated his duel edged sword as Nemesis Prime suddenly halted. He raised his arms and the darkness crept out into view before taking multiple shapes. Hotrod had his crossbow ready as the shadows began assuming the image of another bot Galvatron had eliminated. Starscream had once again taken refuge as the shadows became a horde of Sideways'. Nemesis Prime stood dead center amid the Sideways clones; Galvatron, annoyed, counted about ten to fifteen of them.

"Sideways; didn't I kill you already?" Galvatron snarled.

"If you did, he didn't get the message the first time." Hotrod exclaimed.

Galvatron leered at Hotrod. "Just shut up and fight."

As Nemesis Prime and the army of Sideways clone began to close, Starscream watched from afar and out of sight. He'd have to wait for another opportunity to take the Matrix. Then, he'll finish off Galvatron himself. Personally.

* * *

The battle against Unicron raged over Cybertron, its fury becoming more evident. The combined efforts of the six gestalts, led by Omega Supreme, were finally starting to break through the Unicron's defenses. Coupled with the assistance Sky Lynx, the few remaining Seekers and Sweeps and the Dinobots, Unicron was finding it difficult to keep track of his target. The Junkion cruiser, with Wreck-Gar, Ultra Magnus and Elita One at the helm, led the assault with Sky Lynx, who buzzed around Unicron taken pot shots all while bragging about it. Omega Supreme got in his fair shots, as did Superion and Devastator. At the same time, Menasor, Bruticus and Defensor clung to the titan and bashed at his armor, leaving a series of gaping hole. Unicron fought back every chance he got, frequent swinging his massive arms and spewing his acid breath and shooting optic burst from his intact right optic. The Junkion cruiser took the brunt of the acid breath, yet the Junkions managed to quickly repair the damage.

Inside the cruiser, Wreck-Gar chattered, "Happy Bludgeoning. Rock-a-doodle-doo!"

"Seriously, where'd you learn to like that?" Ultra Magnus asked.

Wreck-Gar produced a small monitor and tossed it to Ultra Magnus who caught it in his palm. "TV! We talk TV. You talk some TV?"

"No!" Magnus plainly said.

"Aw, you disappoint the folks at home, and the guy typing this story." Wreck-Gar said.

Magnus looked at Elita, who asked, "Who in the Pit is he yammering about?"

Again, Magnus simply stated, "No idea."

As Unicron was distracted by the multiple flying objects, a group of Transformers landed unseen below his face. Of these Transformers, there were the Autobots Wheeljack, Hound, Tracks, Sunstreaker and Sideswipe, joined by the Decepticons Cyclonus, Scourge, Soundwave and Blitzwing. In turn, the motley crew of bots were joined by the Dinobots all in their proto form. They all exchanging glances before turning their weapons on Unicron and firing. The attack most certainly got Unicron's attention as the shot left a series of scorch marks. Unicron made a grab for the intruding bots, missing them with his massive hand. The nine bots were still sent flying, although the Decepticons were able to fly out of range. The Autobots and Dinobots were sent adrift before Omega Supreme approached in rocket mode and rescued them. Omega rocketed out of range before Unicron could strike, allowing Menasor to go on the attack followed by Defensor. They brutally bashed at Unicron while Devastator, Superion and Bruticus attacked from afar. Sky Lynx joined them and attacked with a great laser emanating from his dragon jaws. Unicron wasn't going down without a fight and swiped and missed Sky Lynx before spewing more of his acid breath.

Sky Lynx looped around the attack to avoid it. "We've got to give Hotrod and the others as much to time as possible. Keep pressing, everybody. For Cybertron."

* * *

Hotrod and Galvatron did better than either expected in holding off the multiple Sideways' and Nemesis Prime. Hotrod fired a near endless rain of bolts from his crossbow, striking several clones and causing them to explode. Galvatron effortlessly hacked other clones and they disintegrated into nothing. Then Nemesis Prime approached, axe up high, and Galvatron was soon focused on him.

"Hmph, you might resemble Optimus Prime, but you'll never _be_ Optimus Prime."

With that, Galvatron charged, leaving Hotrod to eliminate the last of Sideways clones. From his hiding place, Starscream watched as Galvatron and Nemesis Prime battled. He waited for the moment for Galvatron to drop his guard and then he'd strike. Then he'd snag the Matrix and make a break for it. He still had to contend with that Autobot though. Galvatron and Nemesis Prime continued their battle, a series of quick swipes, parries and close calls between them. Galvatron reveled in it, and he was also clearly superior to the abomination called Nemesis Prime. He eventually overpowered the clone, cleaving off one of its arms. The clone still had its axe wielding arm and tried a mighty swing. Galvatron practically danced around it and cleave the arm, followed by a deathly slice to the torso and another to the left knee. Nemesis Prime sank to the same wounded knee and Galvatron held his sword at the neck.

"I believe the _real_ Optimus Prime said it best; One shall stand…" Galvatron then swiftly sliced the head of Nemesis Prime clean off. "One shall fall." He finished.

"Now's my chance," Starscream muttered and launched into the air. "Your turn to die, Galvatron."

"Galvatron, down!" Hotrod shouted.

Galvatron dove out of the way as Hotrod took his shot. Starscream had no time at all to dodge the blast that struck him directly in the face. He spiraled out of control, passed Hotrod and flew uncontrollably throughout the area. With no way to see where he was going, Starscream instantly crashed and slid across the floor. He came to a stop right beneath Galvatron. Starscream pulled his hand away, and Galvatron got a first look at the damage done.

"Starscream, you poor deluded fool."

Half of Starscream's face, Slipstream's face rather, was sheered to pieces as he stood up and backed away from Galvatron. "Please Galvatron, spare me. I beg of you. Grant me mercy."

"A word of advice, Starscream…" Galvatron started, and then he aimed his particle cannon and fired.

The beam struck Starscream dead on, causing an enormous stream of electricity to engulf him. Hotrod had to shield his optics as Starscream was ripped apart by the blast. Starscream's, or Slipstream's body, trembled and convulsed violently before the electrical current subsided. Hotrod saw the result; Starscream seemed to still stand there, only his entire body had gone ash gray. The next moment, the body fell apart in a cloud of ashes and dust. Galvatron simply stood over the mess of ashes that were once Starscream. And Slipstream. Both.

"…Stay dead this time," Galvatron finished and looked to Hotrod. "As for you, Autobot, I doubt the Matrix will do anything to stop Unicron, even if you seem to think otherwise."

"I know in my Spark that I right, Galvatron. And I really don't care what you think." Hotrod declared.

Galvatron had to admire the resolve of the young Autobot. "Fine. Like it or not, we're allies now. Against a common foe."

Galvatron went to remove the Matrix from his neck even though he didn't fully trust the Autobot before him. It was better than the alternative; continue to serve Unicron. Something about the resolve of this young Autobot remind Galvatron of Optimus Prime. The _real_ Optimus Prime. He seemed so certain of everything he'd been saying. But before Galvatron could hand over the Matrix, he suddenly doubled over holding his head. He screamed in agonizing pain, while Hotrod watched in utter confusion. Galvatron already knew who was behind the torture, because he could hear his voice.

_**"Destroy him, Galvatron. Destroy him now, or you yourself shall be obliterated."**_

Galvatron tried to fight it but the torture was too much. "Of course, my master."

Hotrod had his weapon trained on Galvatron, still with no idea what was happening. "Galvatron?"

At the very sound of his name, Galvatron suddenly lunged at Hotrod with his sword. He went for a wild swing, missing the Autobot by inches and then tried another swing and a miss. Galvatron tried an overhead swipe that Hotrod sidestepped, and then backhanded Hotrod hard to the floor. Hotrod went down and got right back up; he caught sight of Galvatron's glowing crimson optics. He then saw Galvatron pointing his particle cannon straight at him. Hotrod made a break for it as Galvatron opened fire, missing Hotrod several times as Hotrod vanished into the shadows. Galvatron narrowed his glowing optics at the darkness, now completely unhinged and downright furious.

"You weak, puny waste of metal," he shouted angrily. "You lack even Optimus Prime's courage. Get out here and face me. NOW!"

* * *

Author's note: Aren't I just fully of surprises?

I had to extend the climax to include the battle against Unicron, but the real surprise was the appearance of Nemesis Prime. I thought his inclusion would really work at this stage of game, along with a small army of Sideways. And Starscream just can't seem to catch a break.

So close to the end, it almost brings a tear to my optic, uh I mean eye.

And yes, Wreck-Gar is aware that he's in fanfic. Seriously, he knows. And I'm gonna rip out his optics if he doesn't stop breaking the bloody Fourth Wall. He _is not_ Wade Wilson.

Anyway, send in the feedback and whatnot. See ya bye for now! (say that 3x's fast)


	28. Arise, Rodimus Prime

Disclaimer: We're almost at the end of the road with this. It's been a blast up to this point and I say Thank You to all that have supported me.

* * *

Chapter XXVII

The battle for Cybertron raged on as the combined efforts of the Autobots and Decepticons combated the might of Unicron. Despite the sheer size of Unicron versus the numbers advantage of the Transformers, neither side could seem to hold an edge. That didn't stop Unicron from successfully swatting Devastator and Menasor out of the sky. Both gestalts fell toward the planet's surface and disengaged into their individual component. In turn, the gestalts Bruticus, Superion and Defensor fought on with increased fury, while the rocket form of Omega Supreme and the dragon-like Sky Lynx provided even more firepower. The Junkion cruiser added to the assault, firing its laser at the titan's face while avoiding his lethal optic bursts and acid breath. As this was happening, Omega Supreme released the Dinobots back into the battle behind Unicron.

With a mighty roar, Grimlock assumed his T-Rex form and bellowed, "Dinobots, whoop ass!"

In a single move, Grimlock slammed his massive feet right into the hull of Unicron's backside. The result left quite the noticeable breach. The rest of the Dinobots assumed their individual alt form and followed Grimlock's example. Sludge whipped his tail into the hull, causing massive cracks to form. Swoop unleashed stream of guided missiles, Snarl and Slag spewed fire breath and Quickstrike proceeded to skewer the hull. The combined efforts of the six Dinobots did considerable damage that caught Unicron's attention. The titanic robot made a heavy grab for the Dinobots but they all literally slipped through his fingers, assumed proto form and flew clear, then made a quick turn back into the fray. Sky Lynx flew by and caught the group.

"Hang on, Dinobots," he said. "Let's see how handles all of us."

"Grimlock, like new Dinobot!"

Sky Lynx appeared to shudder. "What? I am _not_ a Dinobot."

With the Dinobots clinging to his hull, Sky Lynx made a beeline for Unicron. Before the engagement, the blue module suddenly separated from the Sky Lynx's underside. It then assumed its own proto form, which resemble a giant lion-like robot. The lion landed on Unicron's chest and proceeded to maul chunks of steel away. The dragon half of Sky Lynx literally flew circles around Unicron's head, firing a heavy blast from his mouth. The Dinobots also provided a hale storm of fire. The remaining gestalts also entered the fray. Unicron made a grab the lion half of Sky Lynx and missed, and the lion rejoined the dragon before Sky Lynx pulled. The distraction allowed Bruticus, Defensor and Superion to continue the attack with a series of heavy blasts. But Unicron eventually caught Defensor and proceeded to squeeze him. Superion and Bruticus fired away to save their fellow gestalt, and Unicron simply tossed Defensor into Superion. The impact caused them to disengage into their individual components. Only Bruticus remained and he was quickly swatted away, also disengaging.

The Autobots on the Junkion cruiser saw everything. "Dammit," Outback cursed. "Unicron's too strong, Magnus. We've gotta pull back."

"No. We've gotta give Hotrod and the others more time," Magnus said and hit a switch on the ship's console. "To any Transformers stills active, concentrate all fire on Unicron's head."

Cyclonus and Scourge flanked the Junkion cruiser in proto form. "This is the Decepticon Cyclonus; we will follow your lead."

"I refuse to listen to a lowly Autobot." Scourge snapped and was quickly snagged by Cyclonus.

"You will do as you are told, Scourge, or you will die."

Back on the cruiser, Ultra Magnus mused, "C'mon Optimus. You said the Matrix would light our darkest hour; doesn't get any darker that this."

* * *

The Autobots trapped within Unicron had their own trouble avoiding the wall claws that were still persuing them. Periodically, Springer and Kup stopped and fired at the claws while Breakaway, Arcee and Tempest circled around Daniel. Daniel himself backed up against far wall while his protecting bots held off their attackers. Arcee joined Springer and Kup in providing cover, and they failed to notice a shaft open behind Daniel. He fell backward into the shaft, although Breakaway and Tempest were the only ones to see it.

"Daniel, no," Breakaway shouted and turned to Arcee. "Daniel just fell down this opening."

Acree turned and said, "What?"

"Go after him, Breakaway," Springer said. "And see if you can find Hotrod. Go, now."

Breakaway looked down the shaft and saw it just wide enough for him to fit and he went through. Tempest began to follow, turned to the other Autobots and said. "I'm going with him."

"You'd better bring Daniel back, Decepticon." Arcee snapped.

Tempest took the comment in stride and entered shaft. The ride down was arduous as Tempest felt her wings scrape against the circular walls. Up ahead she just caught a glimpse of Breakaway, evident by the sparks his own descent was leaving behind. With any luck, the human Daniel was well ahead of them. Tempest kept Breakaway in sight before Breakaway suddenly disappeared. That was when Tempest spotted a hole, the proverbial _light at the end of the tunnel_. Tempest eventually reached the tunnel end and ended up colliding directly into Breakaway. They tumbled across the floor before coming to a stop, and as it was, Tempest happened to be on top of Breakaway and their optics met.

"You have beautiful optics, you know that?" Breakaway quipped.

"Now's not the time, Breakaway."

"Help, I need help here…" called out Daniel's voice.

Breakaway and Tempest quickly stood and searched and found Daniel standing at the base of a giant cylinder. "Daniel, you okay?" asked Breakaway.

"Yeah, but look up there." Daniel said and pointed up.

High above the cylinder, which Breakaway noticed was emitting strange gassy fumes, was some sort on conveyor belt. Hooking mechanism lined the belt, and numerous bodies hung from the hooks. Flailing, living and robotic bodies. Before the trio could act, they watched as two robots were suddenly dropped from the hooks into the cylinder. As one dropped, a single violet substance flung from the cylinder, missing Tempest by inches. The substance melted right through floor with little resistance.

"It's corrosive; they're being melted alive." she concluded.

"Oh no," Daniel shouted and pointed further. "Mom, Dad."

Several bots behind hung Carly and Spike, behind them hung Bumblebee, Jazz and Cliffjumper. "Daniel?" Carly shouted.

"Daniel!" Spike repeated.

Breakaway steeped up and shouted, "You guys stay put. I'm coming." And he launched into the air.

"No, Breakaway, don't…" Jazz shouted.

Too late. The very moment Breakaway reached for first for Carly, he was suddenly jolted. The hooks apparently possess an anti-tampering mechanism and it threw Breakaway down. Tempest quickly launched and caught Breakaway before he hit the floor. Once they landed, Tempest noticed Breakaway's optics flickering briefly before they retained their blue hue.

"Breakaway, are you alright," Tempest asked. "Talk to me."

"Don't touch; those hooks are electric." Breakaway pointed out.

"Really, you think?" Cliffjumper shouted.

"What do we do?" Daniel asked.

Spike could just see the vat full of corrosive liquid along with two heavy panels. "The corrosive panels. Knock them down. Blast them."

"But I don't have a gun."

"Use your exosuit." Carly explained.

"Yeah, and please put a rush on that." Cliffjumper shouted.

Daniel searched around his suit for some kind of weapon, but all he could see were glowing switches. Nothing to indicate a gun. So he got creative and pushed random switches. Meanwhile, Tempest and Breakaway were coming up with their own plan. Daniel must have pushed the right button, since a brief flair shot out of one of his elbow joints. Breakaway and Tempest readied themselves just in case Daniel couldn't figure it out. They half to time it just right. Daniel however figured out what to do; he literally slammed a switch and his arms morphed into a set of thruster blasters that fired. The shots were dead on, striking the hinge of one of the panels which began to collapse just as Carly was released first followed by Spike. Bumblebee came next, then Jazz and then Cliffjumper. Daniel lost sight of them after that and regretfully assumed that he'd failed.

"Daniel," a voice called, and Daniel saw his father alive and well. His mother too. "You did it, son."

Daniel became hysterical and even fell back, relieved. "Yeah, I did it."

Spike and Carly hopped to floor and embraced their son, while Jazz and Cliffjumper followed, assisting Bumblebee. Only then did Breakaway see the damage done. "What happened to Bumblebee?"

"One of those pincer things sliced his vocoder. He can still transform but don't look for him to say much." Jazz said.

"Yeah," Cliffjumper added and then tense when he noticed Tempest. "What're you doing with a Decepticon here?"

Breakaway stepped between Cliffjumper and Tempest. "Easy, Cliffjumper. She's on our side."

"Say what?"

"It doesn't matter," Jazz declared. "We gotta bail. C'mon, let go."

* * *

Galvatron stalked around almost aimlessly in search of the one and only Autobot that had taken to hiding in the shadows. Aimlessly, because he could feel Unicron in his mind. It infuriated Galvatron well passed the point of madness. Just referring to Unicron as his master sent Galvatron into a blind rage. It was bad enough that when Galvatron heard even slight sound, he turned and fired his cannon in that direction. The violet beam raced and then dissipated into nothing. Galvatron was growing ever more enraged with each passing nanosecond, even grasping his own head and screaming. His scream echoed in the darkness.

"Come out, Autobot," he bellowed. "We all must die sometime."

As Galvatron ranted, Hotrod stealthily snuck through the shadows until was he hidden behind a wall right by Galvatron. Galvatron had his back to Hotrod, who peaked around the side to see him. Hotrod pulled back quickly as Galvatron turned in his direction, although Galvatron just missed him. Galvatron sensed the young Autobot's presence and stalked toward that very same wall. Oh, he was there, Galvatron thought. All he had to do then was round the corner and he'd have the chance to tear that worthless pile of scrap apart. Galvatron stopped and readied himself and then in one motion rounded the corner. Nothing. Galvatron was ready to snap when he suddenly bathed in a bright light. He turned around right on time to see a brightly colored sports car racing toward him, but didn't have nearly enough time to avoid it. The car rammed Galvatron, tossing him up and over and to the floor in a roll, and then sped off. Galvatron stopped his uncontrolled roll and started to rise, only to get run down again by Hotrod, who sped off once more. This time Galvatron was down to a knee and fired his cannon at the once more oncoming vehicle. Hotrod swerved back and forth to avoid the shots as he closed in, only this time Galvatron rolled out of the way and let him pass.

"Driving circles around me won't help." Galvatron shouted and assumed space craft form.

_Wonderful!_ Hotrod thought as he drove on.

Galvatron jetted after Hotrod from the air, firing a stream of missiles. Hotrod continued to swerve back and forth as the missile impacted the floor, leaving noticeable scorch marks. This was where Galvatron had an advantage; he could shoot freely while Hotrod was forced to run. The only way Hotrod could fight back was if he assumed proto form. That was at the moment, his only chance. At the same time, it was a death wish. But then Hotrod had another idea, which in itself was a risk. As Galvatron continued to fire at him, Hotrod saw it as the only viable alternative. He waited for Galvatron to close and just as Galvatron was almost right top of him, Hotrod hit the brakes. Galvatron flew right over Hotrod as Hotrod quickly assumed proto form and fired from below. He struck Galvatron on his underside, forcing Galvatron to briefly fly awkward before he banked around for a pass. Galvatron rocketed straight at Hotrod, who had very little time to move. So as Galvatron was just within reach, Hotrod jumped and grabbed his wings. Galvatron went into a heavy barrel roll to shake off the annoying bot, but Hotrod held fast. Hotrod knew the next move was his, and he pulled down as hard and as far as he could. It worked, and both bots careened back to the steel flooring below. Galvatron transformed just before he hit the floor and he Hotrod rolled across. In the confusion, the Matrix was thrown from Galvatron, landing several meters away. Hotrod saw the Matrix and attempted to get to it, but Galvatron caught him and pinned him down.

"I'm going to enjoy crushing you with my bare hands, just like I did Prime." Galvatron snarled, and then took an elbow to his chin.

"Not today, Galvatron."

Hotrod was up and caught Galvatron with a hard right hook to the face, a left jab to the chassis and a swift uppercut to the chin. Galvatron answered was a single head butt, staggering Hotrod. Hotrod righted himself but Galvatron was already on him, swinging his sword wildly. Galvatron swiped relentlessly but seemed to miss every time, almost deliberately. Hotrod found out why as Galvatron missed a wild swing and then caught him with a stiff backhand. Again, Hotrod staggered and tried to fight back, but Galvatron countered and outmatched him at every turn. Galvatron continued to deliberately miss his mark, clearly taunting and humiliating the young Autobot. But Hotrod finally found an opening and surprised Galvatron with a heavy uppercut. It came so hard and fast that Galvatron was thrown to the floor. Hotrod returned to vehicle mode and raced off, passing right by the Matrix and missing a chance to grab it. Galvatron was back up and assumed his cannon mode and fired. Initially, the shots missed the vehicle but struck the floor directly in front of it, forcing Hotrod to transform right there and then. Hotrod fired back and struck the cannon dead on, forcing Galvatron back into his proto form. Galvatron screamed with intense rage, but that didn't stop Hotrod from charging. He transformed back as vehicle form and raced directly for Galvatron, who with a heavy roar, charged as well. A heavy collision followed, with Hotrod landing directly on top of Galvatron. Hotrod revved his engine and tried right then to run him over, but Galvatron shifted his own weight, forcing Hotrod back into proto form. From under Galvatron, Hotrod saw the Matrix mere inches away. So did Galvatron. Hotrod struck Galvatron in the face and made a grab for the Matrix but Galvatron struck Hotrod in the side. Then he drove his face into the floor. Hotrod continued to fight from underneath and reached for the Matrix, but Galvatron soon grasped his neck from behind. Hotrod backhanded Galvatron off of him but Galvatron pinned him down, gripped his neck again and proceeded to squeeze the life out of him.

"Junkyard crap," Galvatron sneered with his cringing and his red optics pulsating madly. "Join Optimus Prime in extinction."

It was quickly becoming a losing battle. Unicron had just about decimated every Cybertronian that challenged him. To make matters worse, the Decepticons, except for Scourge and Cyclonus, had abandoned their assault, leaving the Autobots to fend for themselves. Ultra Magnus himself began to consider a retreat. He looked out the window of the Junkion cruiser; Cybertron was greater ruin than it had been so long ago. The cruiser itself, along with Sky Lynx and Omega Supreme, were all that stood between Unicron and Cybertron's ultimate destruction.

"We're not going to make it, are we?" said Perceptor.

"If we die, then we die fighting." Ultra Magnus said.

The Junkion cruiser swooped in for the next attack, striking with a stream of laser blast. The blasts caught Unicron across the face. Unicron tensed slightly, and then made a grab for the passing ship. He caught it and proceeded to crush it. The interior was crumbling, and Ultra Magnus, Wreck-Gar and everyone aboard were on the verge of being crushed. But then the rocket form of Omega Supreme swooped in attacked the titan. The five Autobot crew of Hound, Wheeljack, Sunstreaker, Sideswipe and Tracks fired every available weapon Omega Supreme possessed in his arsenal. Unicron released his grip on the Junkion cruiser, which disintegrated into pieces, and focused his rage on Omega Supreme. Sky Lynx soared in to catch Ultra Magnus and the other survivors. Omega Supreme continued his attack, dodging the acid breath that felled so many Transformers. But he couldn't avoid the more precise optic burst, which struck his hull. The burst sheared right through, causing heavy interior damage and rocking the crew. Tracks was killed instantly and Sunstreaker was heavily damaged.

"Omega, damage report." Hound said.

"Power reserves: ninety-five percent depleted. Primary and secondary weapons: disabled. Detonation: eminent. Recommendation: evacuation." Omega Supreme said.

"You heard him, everybody out, now." Hound.

"Collision course; set and locked. Evacuate immediately." Omega Supreme said.

Wheeljack and Sideswipe helped Sunstreaker up and to an opened hatch. Hound was about to follow when a massive explosion engulfed him. He fell to the deck, his lower body scorched and in the process of melting. Sideswipe was about to rush to Hound, but Hound pointed to the hatch. Wheeljack pulled Sideswipe and pushed him out the hatch before throwing Sunstreaker out. He looked back at Hound, who nodded to him, and then jumped out. Hound, wounded as he was, crawled to the console and looked out the view port; Unicron was right in front and seemingly growing, even though it was Omega moving closer. Hound himself was ready to share Omega's fate.

"It's been an honor, Omega."

"The honor was mine, Hound," Omega said back. "Til all are one."

"Til all are one." Hound said.

Damaged and on the brink of destruction, Omega Supreme rocketed straight toward Unicron. The Aerialbots swooped in to catch Wheeljack, Sideswipe and Sunstreaker and take down to the Cybertron's surface. Unicron only now caught sight of Omega Supreme and fired another optic burst, striking the rocket's fuselage. Fire spewed forth but Omega Supreme kept coming even as he was losing control of his path and was spiraling out of control. Unicron prepare another attack, but was too late to stop Omega Supreme from colliding with his chassis. Those still online on Cybertron watched as a massive ball of fire formed in front of the titan, and then flaming pieces of steel rained to the surface. From the surface, Ultra Magnus could see to his horror than Unicron was still moving, although his chassis was badly burned with several hull breaches. Plus, Omega Supreme's heroic sacrifice forced the titan off the planet's surface. But still in spite of all that, Unicron was still moving.

"Primus, help us all."

* * *

"First Optimus Prime, then Ultra Magnus and now you," Galvatron snarled as he continued to squeeze the life out of Hotrod, who was simultaneously trying to elevate the choke and reach for the Matrix arms length away. "It's a crying shame that you Autobots die so easily, otherwise, I might've had a sense of satisfaction by now," Galvatron then leered at Hotrod, face to face. "Any last words?"

With his last once of strength, Hotrod choked, "How about this?"

Hotrod then head butted Galvatron straight in the face, forcing him to release his grip. With Galvatron momentarily distracted, Hotrod made one final grab for the Matrix. The very moment he touched it, everything vanished. The darkened chamber and even Galvatron, all faded away in a flash of blue light. The next thing Hotrod knew, he was surrounded by light, as if he'd just died. Maybe Galvatron succeeded in killing him. Then Hotrod saw movement; several figures appeared around him. It occurred to Hotrod that he was inside the Matrix itself, and the figured that now surrounded him were in fact the former keepers of the Matrix.

_"We have been waiting for you."_ said one of the figures.

Another figure said with female voice, _"You have fought for you allies with courage and honor."_

_"These are the hallmarks of a leader."_ a third voice said.

_"It is time to open the Matrix, to light our darkest hour and take your rightful place as the leader of all Cybertronians."_ a forth voice said, only this one was very familiar. _"Now, arise, Rodimus Prime."_

"Optimus!" And it was then and there, Hotrod felt himself change. Evolve. Transform.

Galvatron was thrown back into a wall. As he tried to pull himself up, he heard the sound of very high powered engine. Galvatron looked for the source; the light was so blinding that his optics flickered. Then a massive, unfamiliar vehicle emerged from the light. It appeared to resemble one of those Earth-styled, long nosed trucks, colored bright red with orange flames. Galvatron soon realized it was the Autobot he'd been fighting; only the Matrix had changed him. The Autobot assumed proto form; his proto form was also radically reformatted as he stared down Galvatron.

"No. What is this?" Galvatron shouted.

The Autobot clenched his fists and he said in a deep tone, "This is the end of the road, Galvatron." And the giant Autobot began stalking toward Galvatron.

Galvatron instantly began firing, but his shot simply bounced harmlessly off his new opponent. "This is absurd. I will not be beaten by a lowly Autobot." Galvatron quickly threw a fist, which the Autobot caught effortlessly.

As he squeezed, the Autobot met Galvatron's optics and declared, "My name is _**Rodimus Prime**_."

* * *

Author's note: Well, this chapter was a bit longer, but I had a lot of ground to cover and a lot happened here.

For one thing, poor Bumblebee lost his voice and Omega Supreme sacrificed himself to stop Unicron, or at least slow him down.

Also, I amped up the Hotrod/Galvatron fight a little along with a sweet vision of the passed keeper of the Matrix, including Optimus Prime on route to Hotrod ascension to Rodimus Prime.

Speaking of, in this story, Rodimus Prime assumes both his proto and alt forms from Transformers: Energon.

Almost there, so let me know who you think.


	29. Til All Are One

Disclaimer: This is it. The final chapter and it's been a blast. Definitely my most ambitious undertaking to date. Obviously, I don't own Transformers, but does that even matter anymore?

* * *

Chapter XXVIII

Galvatron tried to pull away, but he couldn't get free. It was then that Rodimus Prime released his grip, causing Galvatron stagger back and draw his sword. Rodimus Prime drew his own melee weapon, also a sword. A standoff. Galvatron was, for once in his existence, hesitant to make the first move. Rodimus Prime was in no hurry to attack either. He was still getting used to his new form. But he was doing it relatively quickly. Galvatron was finished waiting and charged, sword held to the side. Rodimus Prime charge as well, and their swords clashed. Sparks flew with every collision as they slashes, countered, parried and missed entirely. Before, Galvatron had the clear cut advantage, but now they were evenly matched. The swords clashed again with greater intensity until the blades actually snapped apart against one another. Discarding their weapons, Rodimus Prime and Galvatron battled with their bare hands. This was where Galvatron had lost his advantage. Rodimus Prime quickly overpowered him and with a display of pure brute strength, hurled Galvatron directly into a wall. The impact was so great that Galvatron thought he'd gone right through the wall as he crumbled to the floor.

Rodimus Prime stood over the fallen Decepticon. "That was for Optimus," Rodimus stepped back and removed the Matrix from his chassis, holding it by the silvery handholds. He could feel the essence of every former Prime that held it, including Optimus Prime. "Now, in the name of all the Primes that came before," Rodimus began slowly pulling on the handholds, separating the golden exterior at the center and exposing the glowing jewel within. "Light our darkest hour."

"What? NO!" Galvatron screamed, too late to stop what happened next.

The very moment Rodimus Prime opened the Matrix, a blinding blue light illuminated the darkness. It was blinding at least to Galvatron, who felt as if his optics were shorting out. But to Rodimus Prime, it was as though he was raised to infinity. Around them, the light flashed throughout the darkness, and everything it shown upon suddenly burst into flames. It did different, and much worse, for Unicron.

* * *

From the surface of Cybertron, it appeared to the Autobots as if Unicron had suddenly become gravely ill. He hunched over holding his mighty hands to his chassis, which still displayed the damage of Omega Supreme's sacrifice. His only remaining optic flickered and large electrical surges formed at varying points if his body. Strangest of all were the blue beams of light shooting out of Unicron's body, as if he was being torn apart from the inside. In retrospect, it was a beautiful sight but also a terrifying and confusing one.

"What's happening to him?" asked Silverbolt.

Ultra Magnus caught a glimpse of the titan's optic and saw that it had dimmed. That meant one thing. "He's shutting down. Now's our chance; Sky Lynx, Silverbolt, Hotspot, all Autobots, hit him with everything we've got."

Sky Lynx was the first to launch into the sky, followed by the Aerialbots and the Protectobots. They quickly swarmed Unicron and fired every weapon in their arsenal. From the planet surface, the rest of the Autobots and the Dinobots fired away. As the only remaining Decepticons to have not abandoned the planet, Cyclonus and Scourge joined in the attack. The assault was fast and furious and brutal, as Unicron was unable to defend himself. Every attack left visible damage, scorch marks and hull breaches. Then Unicron seemed to come back online, only for the mysterious blue light to burst forth from his mouth. It finally occurred to Ultra Magnus that the Matrix of Leadership was causing this. Hotrod, he ultimately concluded. Hotrod was the Chosen One all along. And Optimus Prime was right; the Matrix was in the process of lighting their darkest hour.

* * *

A series of explosions formed around Rodimus Prime and Galvatron as they continued to duel. In a contrast of their earlier face off, in which the former Hotrod was overmatched, they were now evenly matched. They battled with a combination of expertly delivered parries and counters, as well as sheer brute force and firepower. The frequent explosions were hardly a distraction, until one especially large rocked them to the floor. Both Rodimus Prime and Galvatron hit the floor hard, whereas another explosion followed. When he recovered, Rodimus Prime saw Galvatron clinging over the edge, a deep pit beneath him. Without knowing exactly why, Rodimus Prime rushed to Galvatron and caught him just as he lost his grip. Galvatron had already resigned himself to his fate when he felt a sudden jerk, and looked up to see Rodimus Prime grasping him.

"Galvatron!" Rodimus Prime called out.

Galvatron looked down toward the pit, seeing a wall of fire forming. He looked back up at his rescuer. "Rodimus Prime!" he snarled.

"So, you _can_ remember my name." Rodimus unintentionally joked as he felt his grip weaken.

Galvatron could feel his own grip weakening. "You can let me fall, Rodimus. I wouldn't blame you."

"Well, I'm not you. Give me you other hand." Rodimus Prime said, his grip loosening further.

Galvatron wasn't even trying to reach up. "Don't be absurd. Believe me, this is your only chance to get out of Unicron. Let me go or we both die."

"Whatever it takes," Rodimus Prime said and pulled Galvatron up as hard as he could manage. "It's what Optimus would've done.

"You are _not_ Optimus Prime; and you don't even know when you've won." Galvatron said, and in one fell swoop, punched Rodimus Prime directly in the face.

Rodimus Prime's grip gave out. He reached down again but was too late. Rodimus Prime watched as Galvatron plummeted down, who never took his optics off of him. Rodimus Prime had seen for that one split second a glimmer of begrudging respect from Galvatron. Soon after, Galvatron disappeared within the wall of fire, defiant to the very end. Rodimus Prime stayed there for what felt like an eternity, disbelief in his optics, before he was jolted back to reality. It was time to leave this place and fast. But first, he had to find his friends. Rodimus Prime saw an opening up ahead, a breach in the wall. He quickly assumed his new alt form and raced through into another chamber. It was a tunnel path of sorts, and Rodimus Prime, perhaps because of the Matrix, knew right away which way to go.

* * *

Springer, Kup and Arcee were waist deep in trouble. The wall claws were relentlessly swarming them, moving in between blaster fire. It was a losing battle; destroy one claw and three more took its place. From time to time, a claw got through the blaster fire and slashed someone. Arcee and Kup did in fact have the wound to prove it and Springer had one around his neck. He could feel the jagged teeth begin to close in around him, but then the claw exploded in front of him. Another claw that was closing in on Kup detonated suddenly, and then all the other claws detonated. They fell to piece to the floor around the three Autobots, who stood in confusion and then felt a heavy rumble.

"What's happening?" Springer shouted.

"No idea." Kup said.

"Look, over there!" Arcee said, pointing to the far end.

A group over figures came around a corner as a geyser of liquid erupted far behind them. Kup immediately recognized two winged figured and the front; Breakaway and Tempest. Behind were two smaller figures, one yellow and one red; Bumblebee and Cliffjumper. Then there came Daniel, Spike and Carly followed by Jazz. The tremor intensified as random explosion and electrical arcs formed around the eventually reunited group.

"Where'd you guys been?" Springer asked.

"I don't think that matters right now, Springer. What's going on?" Spike responded.

"No time to answer that now; let's get outta here." said Springer.

At that moment, the walls behind the Autobots crumbled. Or rather, were ripped open by a gigantic hand. It finally occurred to the Autobots that Unicron was apparently tearing himself apart. It was time now to go and fast. With Springer taking the lead, the Autobots made a break for it. The problem was that they had no idea where to go, and everything around them was crumbling. Explosion rocked them everywhere they turn. Electrical surges just missed them by inches, and they couldn't find a way out. Every path they came to seemed endless and they stopped where they stood.

"Now what," Breakaway said. "We're just going in circles."

"I know, I know." Springer shouted over the tremor.

Daniel then heard a second rumble over the first, which sounded like an engine. Then the wall ahead burst open and a figure emerged. He appeared to be both familiar and unfamiliar. But there was not mistaking the color scheme.

"Hotrod? Is that you?" Daniel finally asked.

The giant that resembled Hotrod but was now Rodimus Prime, stood tall and imposing, but had an air of reassurance about him. "We're getting out of here. Autobots, transform and roll out."

Rodimus Prime returned to his vehicle form and opened his doors for the Witwicky family to enter. Daniel was set inside first, followed by Carly and then Spike. Once the humans were inside, Rodimus Prime gunned his engine and roared onward. The other Autobots, though initially hesitant, quickly assumed their alt forms one by one, and followed Rodimus Prime. Something about him instilled the Autobots with a trust they had only felt around another Autobot. Like, perhaps, Optimus Prime. Rodimus Prime seemed no exactly where he was going, with certainty that came with bearing the Matrix of Leadership. The surroundings around the convoy of vehicles continued to crumble around them. Rodimus Prime led the convoy onward toward a giant green window, which happened to be Unicron's only remaining optics.

"Tempest, Breakaway, shoot it out." Rodimus Prime said.

The two jets soared passed the cars and fired on the optic, damaging it and causing cracks to form. Springer, in helicopter form, also fired at the optic and further damaging it. Every shot caused a shower of shards to fall, and they shattered upon hitting the hard surface. Springer, Breakaway and Tempest all pulled back once the damage was done.

"Gun it, Autobots!" Rodimus Prime shouted.

Rodimus Prime rammed his way through the optic and shattered it entirely. Kup followed him out, and then Arcee. Jazz was out next, followed closely by Cliffjumper and Bumblebee. Springer, Breakaway and Tempest were the last to follow. By the time the Autobots made it out, the damage done to Unicron, by Unicron, was made evident. His body was littered with hull breaches, scorch marks, fires and smoke. He was even missing his left leg, which he himself pulled off. Down on the surface of Cybertron, Perceptor was in his scope form and spotted the group of vehicle floating through space.

"I can see them, Ultra Magnus." he said.

_If anyone is reading me, we could really use some up here."_

Ultra Magnus recognized the voice and yet it sounded different. Regardless, he turned to the one Autobot who could help. "Sky Lynx, get up there. Fast!"

"I'm on it." Sky Lynx announced and launched into the sky.

He quickly assumed shuttle mode and bolted toward the falling convoy. The Autobots all transformed, Rodimus Prime holding Daniel while Arcee and Kup held Spike and Carly. Sky Lynx arrived just in time, opening a hatch on his transport module. The Autobots entered one after another until they were all inside. Sky Lynx took off just as Unicron attempted to grab him and failed. Unicron could no longer control himself as his titanic form fell apart and he made a last attempt to catch Sky Lynx. He failed; his right arm seemed to disintegrate in a shower of mechanical parts. Sky Lynx was halfway back to Cybertron when Unicron uttered his final words.

**"Destiny. You cannot destroy my desti…."**

Unicron never finished. His head finally blew off and clear from the body, blowing passed Sky Lynx by several meters and Cybertron by miles. Then in a massive flash of light, the body exploded into pieces. A giant fireball formed in which Sky Lynx was suddenly lost, while those on Cybertron lost contact. Pieces of Unicron rained downed to the planet surface. Several large pieces entered the atmosphere and slammed into random buildings. The Autobots still planet side had to shield their optics from the blast. After a few tense moments, the fireball began to fade but there was still no contact from Sky Lynx or the group of Autobots. Then something emerged from the fireball. It was not part of Unicron. It was Sky Lynx, who emerged unscathed. He ran into some turbulence on his approach before the Aerialbots took flight and guided him toward a clearing. Ultra Magnus and the rest of planet side Autobots headed straight to where Sky Lynx and the Aerialbots were about to land. Sky Lynx finally landed roughly with the Aerialbots flying over head and then transforming and hitting groundside. Ultra Magnus and company rolled up just in time to see the transport module hatch open. Rodimus Prime led his group out, where they were soon greeted by Ultra Magnus and the rest of survivors.

"I'll be damned," Magnus said with a surprised smile. "It was you all along, wasn't it, Hotrod?"

Rodimus Prime simply smiled. "You're not jealous, are you, Magnus?" he joked.

Ultra Magnus laughed. "Nope."

"Good to hear; and I go by Rodimus Prime now."

"Fair enough." Magnus concluded.

A sonic boom sounded and Cyclonus and Scourge, the only remaining Decepticons, landed in front of the Autobots. "Where is Galvatron? Cyclonus angrily asked.

Rodimus Prime stepped forward. "He's gone. Vaporized."

"You're lying." Scourge snarled and aimed his weapon at the Autobots.

"You really want to try it, Scourge," Rodimus Prime said. "In case you didn't notice, you're way outnumbered."

Scourge didn't back down, especially when he saw Tempest among the Autobots. "Tempest, attack them. Destroy them, all of them," But Tempest didn't budge. "You are a Decepticon. Destroy them, now."

Tempest narrowed her optics. "I'm not a Decepticon anymore. I realized a long time ago that my place is with the Autobots."

"You traitorous little…" Scourge was ready to attack when Cyclonus stopped him, and Scourge finally lowered his gun.

Cyclonus' red optics met Rodimus Prime's blue optics. Defiantly, he declared, "This isn't over. The Decepticons will rise again." With that, Cyclonus and Scourge transformed at rocketed to the stars.

Once they were out of sight, Ultra Magnus murmured to Rodimus Prime. "He's probably right, you know."

"Yeah, I know," Rodimus Prime said. "And we'll be waiting."

* * *

Some time after battle against Unicron, the Autobots returned to their home city/state of Iacon. The damage there was more superficial than in Kaon or the Badlands, but still was quite extensive. There were many casualties during the battle; Autobots, Decepticons and even those unbranded. Some Autobots that survived the battle were badly damaged but salvageable; Sunstreaker and Bumblebee in particular. Sunstreaker had lost an arm, and Bumblebee had his voice, although First Aid and Wheeljack did what they could to repair them. Others found their place among the survivors, including Tempest, who at the request of Breakaway, was branded with the Autobot insignia. The Witwicky family was finally reunited after an arduous journey. But alone among the ruins, Rodimus Prime was looking toward the horizon. Pieces of Unicron were still raining down; most burned up in the atmosphere relatively quickly. Elita One approached Rodimus Prime and took a stance right next to him.

"Beautiful, isn't it?" she asked.

"It has its moments." Rodimus Prime said.

Elita chuckled slightly and turned to face Rodimus Prime. "I own you an apology. I doubted you, mistrusted you. I even blamed for Optimus' death. That, coupled with happened to Chromia, Firestar and Moonracer, was a lot I couldn't live with."

"Believe me, I'm learning to live with a lot of things now," Rodimus Prime said. "Optimus was the closest thing I had to a father. Losing him was the burden hardest to bear."

"I can attest to that, but maybe Optimus died for a reason," Elita One said. "Maybe he knew that you were the one who would take his place when the time came. Personally, I think he made the right choice."

"It's possible, but I know deep down in my Spark that I'll never the leader he was." Rodimus Prime admittedly said.

Elita was about to walk before she stopped short a step. "Then don't try to be like Optimus Prime. Be like Rodimus Prime, because that's who you are. Now, you should get going; the Autobots are waiting for you." Elita One started off.

"What will you do now," Rodimus asked, stopping Elita. "Blackarachnia is still out there. Will you try to find her?"

"She was my friend and I want to remember her as she was, before the Quintessons changed her," Elita said without looking back at Rodimus Prime. "I figure, the best to do that is to honor her request never to search for her. For now, I'm content to remain on Cybertron," Elita then turned to face Rodimus. "You know, I was right; you really _do_ make a great leader."

With that, Elita One continued onward. Rodimus Prime returned to watching the horizon over Iacon, while Elita One's words ran through his mind. He was certain though that he heard the voices of all the previous Transformers to have held the Matrix. Including Optimus. Rodimus looked toward the sky at an especially large star, or some type of object. Paying it no mind, Rodimus started on his own way. He had a group of Autobots to address. Meanwhile, the object that Rodimus had seen earlier moved across Cybertron's orbit. The object turned out to be the severed head of Unicron, now nothing more than an ominous new satellite and a grim reminder of toll the Great War had taken among Cybertron.

* * *

The Autobots were all gathered at a ruined spaceport in Iacon, where a giant vessel was being prepped for launch. It was in fact a mausoleum, constructed long ago during the early days of the Great War. Resting inside were the bodies of the Autobots who died during the war, from the legendary Autobot warrior Sentinel Prime all the way up to Optimus Prime. Now it was the turn of Rodimus Prime to take up the mantle of leadership. He arrived at the service, joining Ultra Magnus and Elita One. Ahead of the trio stood the rest of the Autobot survivors, gathered to pay their final respects to their lost brethren. Rodimus steeled himself, knowing his first duty as Autobot leader laid before him.

"I wonder if I'm truly ready for this." he whispered to Ultra Magnus.

Ultra Magnus set a hand onto Rodimus Prime's shoulder. "The first step is always the hardest."

Rodimus glanced at Magnus before stepping forward, allowing the survivors to glimpse him. "As of this day, this one moment, we mark the end of Great Cybertronian War. On this day, we march forward to a new Golden Age; one of peace, freedom, justice and happiness. But let us never forget those who gave their lives for this moment. Courageous and noble to the very end, they lived as warriors and died as heroes. Let their Sparks join our maker Primus; the Greatest of Cybertron."

The Aerialbots stepped forward with their guns ready, followed by the Protectobots. Springer stepped up and then said out loud, "Honor Guard, atten-shun. Present arms," The Aerialbots and Protectobots raised their guns toward the sky and Springer said, "Ready. Aim. Fire."

On cue, the Honor Guard fired the guns. At the same time, the mausoleum ignited its main thrusters. The Honor Guard fired again as the mausoleum began its slow ascent toward the stars. There were mixed feeling among those who watched the mausoleum take off. Several Autobots, such as Jazz, Perceptor, Blur, Sideswipe, Wheeljack and many others, saluted their fallen brothers. The Witwicky family was gathered in silence, joined by Arcee. Breakaway and Tempest stood beside each other holding hands. The Dinobots, along with Sky Lynx had their heads pointed toward the mausoleum as it rose higher toward the stars. Wreck-Gar and Wheelie simply stood in respectful silence. Kup approached Rodimus Prime, Ultra Magnus and Elita One in bidding farewell to the fallen.

"For the rest of my life, I hope I never see this thing again." he said.

Elita One appeared visibly shaken; she was remembering the times she shared with Optimus. "Goodbye, my love."

Ultra Magnus approached Rodimus Prime, who was bowing his head in silence. "Rodimus," he said, prompting Rodimus to face him. "It's not going to be easy from this point on. But for what it's worth, I'm glad the Matrix chose you."

"Optimus chose me." Rodimus said solemnly.

"Then he made the right choice," Ultra Magnus said with a smile. "He'd be proud."

Rodimus Prime returned the smile as he and the rest of the Autobots watched the mausoleum disappear into the stars. In watching, Rodimus Prime mused to himself.

_ "For now, everything is as it should be; the Decepticons, our enemies, our brothers, are gone. Fate had yielded its reward, but at a high price. I don't believe that it was fate that placed me here, but destiny, for I have experienced more that I could ever imagine. More than ever, I realize that experience is the benchmark of maturity. I am Rodimus Prime, and I send this message to any wayward Transformers wandering the stars. We are here. We are finally home. We are waiting. Til all are one."

* * *

_

Author's note: Well, that's it. It's finally over. Finished. Done. Complete. In the books. Whatever cliché you want to use.

Just a couple of things to point out. First; Rodimus Prime tried to save Galvatron for a potentially fatal fall, which was of course very different from the movie. In a way he was right; Optimus would've done to the same. I highly doubt we've seen the last of Galvatron. Just a hunch.

Second; the memorial service. I wanted there to be some closure, considering how many characters died. The 21 Gun Salute was a nice touch, I think. And, the ending monologue from Rodimus Prime, clearly inspired by the Michael Bay films.

Anyway, that's it. I have the cast chapter coming up, so stay tuned.


	30. VOICE CAST

Disclaimer: Because you asked so nicely, (okay, I put up a poll. Sue me!) I give you a Voice Cast Chapter for the story. Mainly for the most visible characters, and any I missed will be list as _Add'l voices. _So, don't get all bent out of shape if I don't mention any names. Also, I added the lyrics of the theme song, performed by Black Lab, along with several other artists, none of which I own.

Sorry fan boys and girls; No Stan Bush, or Linkin Park.

I don't and will never in a million stellar cycles own the rights to Transformers or the cast.

* * *

_(Transformers)_

**VOICE CAST**

_(Something evil's watching over you, coming from the sky above, there's nothing you can do)_

**PETER CULLEN  
Optimus Prime  
Ironhide  
Add'l voices**

_(Prepare to strike there'll be no place to run, where you're caught within the grip of the evil Unicron)_

_(Transformers, more than meets the eye, Transformers, robot in disguise)_

**SAM WITWER  
Hotrod/Rodimus Prime**

_(Strong enough to break the bravest star, we have to pull together, we can't stay world apart)_

**BRUCE GREENWOOD  
Ultra Magnus**

_(Stand divided we will surely fall, until our darkest hour when the light will save us all)_

**MICHAEL HOGAN  
Kup**

_(Transformers, more than meets the eye, Transformers, robots in disguise)_

**ZOE SALDANA  
Arcee**

_(Transformers)_

**NOLAN NORTH  
Springer  
Add'l voices**

_(Autobots wage the battle to destroy the evil forces of…)_

**JOHN MOSCHITTA JR.  
Blur**

_(…the Decepticons)_

**JOSH KEATON  
Breakaway**

_(Transformers)_

**MICHAEL BEATTIE  
Perceptor  
Wheeljack  
Krenix  
Add'l voices**

_(I'm just a step, I'm just a breath away, losing my faith today _

_{we're falling off the edge today})_

**JIM CUMMINGS  
Brawn/Outback  
Arblus  
Add'l voices**

_(I am just a man, not superhuman {I'm not superhuman} Someone save me from the hate)_

**CHARLIE ADLER  
Silverbolt  
Hound  
Add'l voices**

_(It's just another war, just another family torn {fallen from my faith today})_

**JAMES AVERY  
Skyfire/Sky Lynx**

_(Just a step from the edge, just another day in the world we live)_

**DAN GILVEZAN  
Bumblebee  
Hotspot**

_(I need a Hero to save me now, I need a Hero {save me now})_

**ADAM LAZARRE-WHITE  
Jazz  
Mirage  
Tracks  
Add'l voices**

_(I need a Hero to save my life, A Hero will save me {just in time})_

**GREGG BERGER  
Grimlock**

_(Save me just in time, save me just in time)_

**FRED TATASCIORE  
Cliffjumper  
Omega Supreme  
Add'l voices**

_(Who's gonna fight for what's right, who's gonna help us survive, we're in the fight of our life {and we're not ready to die})_

**SCOTT McNEIL  
Quickstrike  
Blaster  
Pipes  
Add'l voices**

_(Who's gonna fight for the weak, who's gonna make them believe, I've got a Hero {I've got a Hero} living in me)_

_(I've gotta fight for what's right, today I'm speaking my mind and if it kills me tonight {I will be ready to die})_

**JENNIFER HALE  
Elita One**

_(A Hero's not afraid to give his life, A Hero's gonna save me just in time)_

**SIMON PEGG  
Wreck-Gar**

_(I need a Hero to save me now, I need a {Hero save me now})_

**ANDRE BRAUGHER  
Unicron**

_(I need a Hero)_

**FRANK WELKER  
Megatron  
Soundwave  
Add'l voices**

_(A Hero's gonna save me just in time)_

**KIEFER SUTHERLAND  
Galvatron**

_(These dead walls confine me, as vacant as my mind, I see the end upon me there's no savior)_

**STEVEN BLUM  
Starscream  
Blackout  
Add'l voices**

_(So heal me, this pain can't last forever, I feel my wings are burning)_

**COREY BURTON  
Shockwave  
Add'l voices**

_(Maybe I'm not Forsaken, the silence speaks the words unspoken)_

**CREE SUMMER  
Slipstream**

_(Behind the tears there is salvation, behind the hurt a new beginning)_

**CRISPEN FREEMAN  
Barricade**

_(Maybe I'm not Forsaken, the silence speaks the words unspoken)_

**JOHN DiMAGGIO  
Wreckage  
Demolisher  
Add'l voices**

_(Behind the tears there is salvation, behind the hurt a new beginning)_

**MALCOLM McDOWELL  
Scourge**

_(How many times have you cut only to feel the pain? How many days have you run only to crawl?)_

**KEITH DAVID  
Cyclonus**

_(How many nights did you scream only to scream in vain? How many years till you face the shame of it all?)_

**GREY DELISLE  
Tempest**

_(Into the fire you fall, if only you can Make It Right)_

**VENUS TERGO  
Blackarachnia**

_(Stand up and fight for resolve, if only you could Make It Right)_

**ANDY SERKIS  
Sideways**

(_There comes a time when one must decide; The life they are living is far from true)_

**CHRISTOPHER DANIEL BARNES  
Spike Witwicky**

_(Lost and deceived, nothing to believe; I know I have so much I've yet to prove)_

**LACEY CHABERT  
Carly Witwicky**

_(Into the fire you fall, if only you can Make It Right)_

**JOSH HUTCHERSON  
Daniel Witwicky**

_(Stand up and fight for resolve, if only you can Make It Right)_

_(Only you can Make It Right)_

_(Only you can Make It Right)_

* * *

**This story is also dedicated to all voice actors both living and deceased, including;**

**Orson Welles**

**Robert Stack**

**Judd Nelson**

**Susan Blu**

**Scatman Crothers**

**Leonard Nimoy**

**Eric Idle**

**Roger C. Carmel**

**Chris Latta**

**Songs**

**Transformers Theme**

**performed by Black Lab**

**Hero**

**performed by Skillet**

**Forsaken**

**performed by Mutiny Within**

**Make It Right**

**performed by Alter Bridge**

**Inspired by Transformers: The Movie; 1986**

**TRANSFORMERS: TIL ALL ARE ONE**

* * *

_((On an uncharted planet, where violently erupting volcanoes cascade into pools of molten rock, something stir in one of the pools. A menacing purple hand burst forth, flailing threw the air. It slams palm first into the hot ash covered ground. Then the figure to which the hand is attached rises up from his molten plasma bath. His optics glow a menacing crimson as he utters monstrous words…_

_"I… still…function!"_

_Everything goes black.))_

* * *

Author's note: There's your cast, with a few songs to boots that are all part of my own personal soundtrack, although I opted to shorten them somewhat. Go make your own soundtrack. Thanks for reading!


End file.
